Common use of Tenant's Improvements Clause in Contracts

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue Landlord shall also contribute an amount (the design of all improvements and other work "Allowance") not to be performed by it pursuant to Schedule B on a schedule which exceed Twenty-Five Dollars ($25.00) per rentable square foot (including the gross-up factor) in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises Suite 200 and not later than seven to exceed Ten Dollars (7$10.00) days prior to per rentable square foot (including the Grand Opening Date with respect to gross-up factor) in the interior remainder of the Premises, plus the sum of $51,696 ("Additional Allowance") (representing the equivalent of five (5) months' Fixed Minimum Rent), all of which funds may be drawn upon by Tenant for improvements to the Premises (but not furniture, furnishings or equipment) at any time or from time to time during the first Lease Year, provided that the Allowance will be drawn first. If the Additional Allowance is not fully drawn within five (5) months after the date hereof, the remaining Additional Allowance will be disbursed by Landlord to Tenant on the fifth (5th) business day of the sixth (6th) month, without any right of setoff. Landlord hereby acknowledges that costs associated with the construction of Tenant's clean room (but not costs for furniture, furnishings or equipment) shall be eligible for reimbursement from the Allowance. Any portion of the Allowance unused after the first Lease Year shall no longer be available. Tenant may make draws against the Allowance once each month for work in place, and each draw shall be accompanied by invoices from Tenant's contractors in an amount equal to at least the amount requested in such draw, and shall specify in which Suite the work was done. All draws shall be subject to receipt by Landlord of lien waivers, releases of liens and other similar requirements imposed by Landlord's lender. (b) promptly commence and diligently pursue the construction and completion Upon receipt of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's prior written approval of the Tenant's plans and specifications for specifications, such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4.approval not to be unreasonably withheld, and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D receipt of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising periodnecessary permits, Tenant shall perform commence and thereafter promptly complete all duties and obligations imposed by this Lease, including, without limitation, those provisions relating the work required to insurance and indemnification, saving and excepting only prepare the obligation to pay Rental (other than any Additional Rental due Landlord by reason Premises for the operation of Tenant's failure to perform any business ("Tenant's Work"). All costs of its obligations hereunder), which obligation the Tenant's Work in excess of the Allowance shall commence when the Term commencesbe Tenant's sole responsibility.

Tenant's Improvements. Prior Tenant Improvements and Tenant’s Work shall be and Tenant shall cause the Tenant Improvement Construction Documents to be in compliance with the ADA, to the commencement extent the ADA requirements are applicable and mandatory for such Tenant Improvements. 1. The sidewalks, entrances, passages, courts, elevators, vestibules, stairways and corridors of halls shall not be obstructed or used for any purpose other than ingress and egress. The halls, passages, entrances, elevators, stairways, balconies and roof are not for the use of the Termgeneral public, Tenant shall, at its sole cost and expense, (a) promptly initiate the Landlord shall in all cases retain the right to control and diligently pursue the design prevent access thereto of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which persons whose presence, in Landlord's the reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior of the Landlord, shall be prejudicial to the Grand Opening Date safety, character, reputation and interests of the Building and its tenants, provided that nothing herein contained shall be construed to prevent such access to persons with respect whom the Tenant normally deals only for the purpose of conducting its business in the Premises (such as clients, customers, office suppliers and equipment vendors, and the like) unless such persons are engaged in illegal activities. No tenant and no employees of any tenant shall go upon the roof of the Building without the written consent of Landlord. 2. No awnings or other projections shall be attached to the outside walls of the Building. No curtains, blinds, shades or screens shall be attached to or hung in, or used in connection with, any window or door of the Premises other than Landlord standard window coverings. All electrical ceiling fixtures hung in offices or spaces along the perimeter of the Building must be fluorescent, of a quality, type, design and bulb color reasonably approved by Landlord. Neither the interior nor the exterior of any windows shall be coated or otherwise sunscreened without the written consent of Landlord. 3. Except as otherwise expressly provided in this Lease, no sign, advertisement, notice or handbill shall be exhibited, distributed, painted or affixed by any tenant on, about or from any part of the Premises and not later than seven (7) days prior to that can be seen from the Grand Opening Date with respect to the interior outside of the Premises, the Building or the Project without the prior written consent of the Landlord. If the Landlord shall have given such consent at the time, whether before or after the execution of this Lease, such consent shall in no way operate as a waiver or release of any of the provisions hereof or of this Lease, and (b) promptly commence shall be deemed to relate only to the particular sign, advertisement or notice so consented to by the Landlord and diligently pursue shall not be construed as dispensing with the construction necessity of obtaining the specific written consent of the Landlord with respect to each and completion every such sign, advertisement or notice other than the particular sign, advertisement or notice, as the case may be, so consented to by the Landlord. In the event of the violation of the foregoing by any tenant, Landlord may remove or stop same without any liability, and may charge the expense incurred in such removal or stopping to such tenant. Interior signs on doors and the directory tablet shall be inscribed, painted or affixed for each tenant by the Landlord at the expense of such tenant, and shall be of a size, color and style reasonably acceptable to the Landlord. The directory tablet will be provided exclusively for the display of the name and location of tenants only and Landlord reserves the right to exclude any other names therefrom. Nothing may be placed on the exterior of corridor walls or corridor doors other than Landlord’s standard lettering. 4. The sashes, sash doors, skylights, windows, and doors that reflect or admit light and air into halls, passageways or other public places in the Building shall not be covered or obstructed by any tenant, nor shall any bottles, parcels or other articles be placed on the window xxxxx. Tenant shall see that the windows, transoms and doors of the Premises are closed and securely locked before leaving the Building and must observe strict care not to leave windows open when it rains. Tenant shall exercise extraordinary care and caution that all water faucets or water apparatus are entirely shut off before Tenant or Tenant’s employees leave the Building, and that all electricity, gas or air shall likewise be carefully shut off, so as to prevent waste or damage. Tenant shall cooperate with Landlord in obtaining maximum effectiveness of the cooling system by closing window coverings when the sun’s rays fall directly on the windows of the Premises. Tenant will be permitted by Landlord to enter shall not tamper with or change the Premises in accordance with Schedule B for the purpose setting of performing its obligations under Schedule B any Building thermostats or temperature control valves. 5. The toilet rooms, water and for the purpose of installing its fixtures wash closets and other equipmentplumbing fixtures shall not be used for any purpose other than those for which they were considered, provided (a) Tenant and no sweepings, rubbish, rags or other substances shall be thrown therein. All damages resulting from any misuse of the fixtures shall be borne by the tenant who, or whose subtenants, assignees or any of their servants, employees, agents, visitors or licensees shall have obtained Landlord's approval of caused the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3same. 6. and 13.4[Intentionally omitted., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.]

Tenant's Improvements. Prior Except to the commencement extent that Landlord is responsible for making improvements to the Leased Premises pursuant to Section 34 of the Termthis Lease, Tenant shall, agrees that it will make such improvements to the Leased Premises as it may deem necessary at its sole cost and expense. However, Tenant shall not make any alterations, decorations, installations, additions or improvements to the Leased Premises (a) promptly initiate excluding cosmetic changes, the estimated cost of shall be less than $2,000), including but not limited to, the installation of any fixtures, amenities, equipment, appliances, or other apparatus (except moveable office furniture and diligently pursue ordinary moveable business machines and equipment), without Landlord's prior written consent, and then only by contractors or mechanics employed or approved by Landlord, such approval not to be unreasonably withheld, conditioned or delayed. All such work, alterations, decorations, installations, additions or improvements shall be done at Tenant's sole expense and at such times and in such manner as Landlord may from time to time reasonably designate. All alterations, decorations, installations, additions or improvements made by either of the design parties hereto upon the Leased Premises, except movable office furniture and moveable office equipment put in at the expense of all improvements Tenant and other work to items as mutually agreed upon in writing, shall be performed by it pursuant to Schedule B the property of Landlord and shall remain upon and be surrendered with the Leased Premises at the termination of this Lease without molestation or injury. Notwithstanding the foregoing, Tenant shall on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to termination of this Lease at its cost and expense remove the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premisesmodular Tempest enclosure, and (b) promptly commence and diligently pursue the construction and completion Landlord will with its approval of the Premises. any alterations notify Tenant as to whether or not Tenant will be permitted by Landlord required to enter remove such alterations from the Premises in accordance with Schedule B for on termination of this Lease. Said items that are to be removed from the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Premises by Tenant shall have obtained Landlordbe removed at Tenant's approval of the plans sole cost and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4.expense, and (d) Landlord all damage to the Building and Premises caused by the installation and removal of said items shall have received full payment from be repaired, replaced and/or restored by Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. at Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean sole cost and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesexpense.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shalla. Landlord shall perform, at its Tenant’s sole cost and expense, (a) promptly initiate and diligently pursue in a building standard manner using building standard materials in all instances unless expressly specified otherwise, the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section on the schedule annexed hereto and made a part hereof as Exhibit D of Schedule B. (“Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities’s Improvements”). Tenant shall maintain the Premises in a clean pay any and orderly condition during construction and merchandising. All trash which may accumulate in connection with all costs for Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease’s Improvements, including, without limitation, those provisions relating all labor, materials and/or expenses for filing fees, plan reproduction costs and expeditor fees, which shall be paid by Tenant, as Additional Rent, within five (5) days of rendition of any xxxx or statement therefor b. Any changes in or additions to insurance Tenant’s Improvements which shall be consented to by Landlord as provided in the Lease, and indemnificationfurther changes in or additions to the Additional Space after Tenant’s Improvements have been completed, saving if consented to and excepting only performed by Landlord, its agents or anyone on Tenant’s behalf, shall be paid for by Tenant promptly when billed at cost plus 1 1/4% for insurance, 10% for overhead and 10% for general conditions, and in the obligation event of the failure of Tenant so to pay Rental (for said changes or additions then Landlord, at its option, may consider the cost thereof, plus the above percentages, as Additional Rent payable by Tenant and collectible as such under the Lease. c. If Tenant’s Improvements are not substantially completed and are delayed by acts, omissions or changes made or requested by Tenant, its agents, designers, architects or any other than any party acting or apparently acting on Tenant’s behalf, then Tenant shall pay as hereinbefore provided Fixed Annual Rent and Additional Rental due Landlord Rent on a per diem basis for each day of delay of Landlord’s substantial completion caused by reason of Tenant's failure to perform Tenant or any of its obligations hereunder)the aforementioned parties. d. Tenant’s Improvements shall be deemed to be “Substantially Completed” at such time as Tenant’s Improvements have been completed and the Additional Space may be lawfully occupied by Tenant for the permitted use under the Lease notwithstanding that minor or non-material details of construction, which obligation mechanical adjustment or decoration remain to be performed, provided, that said “Punch List Items” shall commence when be completed by Landlord within a reasonable time thereafter. e. Notwithstanding anything to the Term commencescontrary contained herein, Tenant acknowledges and agrees that at Tenant’s request Landlord may be performing Tenant’s Improvements or portions thereof on normal business days during normal business hours during Tenant’s occupancy of the Additional Space, and that while Landlord agrees to use commercially reasonable efforts to minimize interference with Tenant’s permitted use of the Additional Premises, in no event shall Landlord be obligated to employ contractors or laborers at overtime or premium pay rates in order to do so, and in no event shall any such inconvenience to Tenant or anyone claiming by, through or under Tenant, as a result thereof, constitute an actual or constructive eviction, entitle Tenant to any right of set-off, credit or abatement, or entitle Tenant to any right to terminate the Lease.

Tenant's Improvements. Prior Except as otherwise provided in this Lease, Tenant accepts the Premises in “as is” condition as of the date of this Lease and Landlord shall not be required to make any improvements to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other Premises. All work to be performed by it pursuant Tenant shall be referred to Schedule B as “Tenant’s Work.” Tenant will perform, or cause to be performed, all the construction work required to build out new office, laboratory, and clean room space in the Premises, subject to the allowance provisions set forth herein, additional Tenant monies, and in conformance with Tenant’s to-be-completed plans for Tenant’s Work. Tenant shall obtain Landlord’s prior written approval of the plans for Tenant’s Work, such approval not to be unreasonably withheld, conditioned or delayed. Tenant and/or its agents and subcontractors will be solely responsible to coordinate and perform the Tenant’s Work. All such Tenant’s Work shall be performed by a to be selected general contractor, as selected by Tenant, subject to the reasonable approval of Landlord, (“General Contractor”) based on a schedule which to-be-determined competitive bid format or on a negotiated basis, with either as elected by Tenant in Landlord's reasonable judgment will permit its sole discretion. Tenant shall ensure that all Tenant’s Work is performed in a good and xxxxxxx-like manner and in full compliance with all applicable governmental regulations and to complete such improvements not later than ten (10) days prior to the Grand Opening Date with current industry standards. With respect to the exterior Premises, Landlord and/or Landlord’s consultants shall have the right to review, monitor, and approve all plans and materials involved in the Tenant’s Work throughout the entire construction process, provided that Landlord and/or Landlord’s consultants do not cause delays in Tenant’s construction schedule. Tenant or its designees shall obtain all permits, certificates and other governmental approvals from all governmental entities having jurisdiction which are necessary for the completion of the Tenant’s Work. Landlord shall have the right to charge Tenant a construction management/oversight fee, which fee shall not exceed the actual and reasonable costs incurred by Landlord for reviewing Tenant’s plans and specifications and inspecting the construction in the ordinary course of work. Provided Tenant waives its termination rights pursuant to Section 55 of this Lease, Landlord grants Tenant the Allowance to reimburse Tenant for a portion of the costs relating to the Tenant’s Work. The Allowance shall be disbursed as follows: (a) Fifty percent (50%) of the Allowance shall be paid by Landlord to Tenant upon completion of fifty percent (50%) of Tenant’s Work, to reimburse Tenant for amounts actually paid by Tenant in connection therewith to Tenant’s vendors, suppliers or contractors, provided that Landlord shall have received (i) a certificate signed by Tenant and Tenant’s architect setting forth (a) that the sum then requested was paid by Tenant to contractors, subcontractors, materialmen, engineers and other persons who have rendered services or furnished materials in connection with work on the Tenant Work, (b) a complete description of such services and materials and the amounts paid or to be paid to each of such persons in respect thereof, and (c) that the work described in the certificate has been completed substantially in accordance with the approved plans and specifications and (ii) paid receipts or such other proof of payment as Landlord shall reasonably require for all such work completed. Landlord shall reimburse Tenant within thirty (30) days after Landlord’s receipt of a written request for reimbursement from Tenant and shall debit the Allowance therefor. (b) The portion of Allowance not advanced pursuant to subsection (a) above shall be paid by Landlord to Tenant upon completion of the Tenant’s Work, to reimburse Tenant for amounts actually paid by Tenant in connection therewith to Tenant’s vendors, suppliers or contractors, provided that Landlord shall have received (i) a certificate in accordance with the requirements of subsection (a) above, accompanied by lien waivers satisfactory to Landlord executed by any contractors or subcontractors for whose labor or material Tenant has previously been reimbursed pursuant to subsection (a) above, (ii) paid receipts or such other proof of payment as Landlord shall reasonably require evidencing that final payment has been made for all materials and labor furnished in connection with the Tenant Work, and (iii) a copy of a final unconditional certificate of occupancy evidencing that Tenant may commence occupancy of the Premises and not later than seven (7) days prior to for all purposes set forth in this Lease. The Allowance shall be used exclusively for the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction design and completion of the PremisesTenant’s Work made within the entire Premises of the building. In no event shall less than 90% of the Tenant will Improvement Allowance be permitted by Landlord to enter spent on Tenant’s Work within the Premises in accordance with Schedule B for Building. The remainder of the purpose of performing its obligations under Schedule B Allowance may be further used for: a.) all customary hard and for the purpose of installing its soft construction costs, b.) telecommunications equipment and installation, c.) building signage, manufacturing, and installation, d.) other specialty trade fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such workincluding suite premises security, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4.cabling, and (dwiring e.) Landlord shall have received full payment from Tenant for the Opening Contribution legal fees and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean consultant fees, and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesf.) moving costs.

Tenant's Improvements. Prior Without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed, Tenant shall not make any alterations to the Leased Premises that (a) impair or compromise the structural integrity of the Leased Premises, (b) reduce the overall size or the footprint of the Building, (c) reduce the overall value of the Leased Premises, or (d) that materially affect the appearance of the Leased Premises, provided, however that Tenant may, without Landlord’s consent, alter, repair, remove and install at Tenant’s sole cost and expense (i) nonstructural leasehold improvements to the interior of the Building, and (ii)the greenhouse facilities , fencing and outdoor installations as are or will be necessary for the operation of Tenant’s business (the “Permitted Improvements”) as long the Permitted Improvements are removable, not permanent in nature and do not require frost -safe footings. At least thirty (30) prior to Tenant commencing a structural alteration, Tenant shall submit to Landlord courtesy copies of a full and complete set of drawings and plans depicting the structural alteration that Tenant intends to undertake (said drawings and plans shall be reasonably detailed and, at minimum, shall be sufficient for Landlord to determine whether or not the proposed work complies with the foregoing requirements of this Section 9. Any alterations, improvements and additions in, or about the Leased Premises that Tenant desires to make and which require the consent of Landlord, shall be presented at least thirty (30) days in advance of commencing work to Landlord in written form, with proposed detailed plans and specifications. Landlord’s consent shall be automatically granted if Landlord does not respond to or comment upon Tenant’s request within thirty (30) days after Landlord’s receipt of such request, plans and specifications from Tenant. Unless expressly released by Landlord in writing, all improvements or alterations, excluding those involving Personal Property, shall be and remain, at the time of expiration or other termination of this Lease, the property of Landlord without payment or offset unless such improvements are not attached to the Leased Premises. Landlord may require that Tenant remove any or all alterations, improvements or additions made by Tenant to the Leased Premises at the expiration of the Term and restore the Leased Premises to its prior condition, provided however, that or any improvements or alterations which require Landlord consent, Landlord shall inform Tenant, at the time of approval of the alterations or improvements, whether such alterations or improvements will need to be removed at the expiration of the Term. If Landlord shall consent to the alterations, improvements and additions or approve of the drawings and specifications therefor, as the case may be, the consent or approval shall be deemed conditioned upon Tenant acquiring a permit to do so from appropriate governmental agencies, the furnishing of a copy thereof to Landlord prior to the commencement of the Term, work and the compliance by Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all conditions of said permit in a prompt and expeditious manner. No alterations, improvements or other construction by Tenant shall violate any lawful rule or regulation, plat or zoning construction or other law, ordinance or regulation applicable thereto, and other work to all alterations and improvements shall be done and performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete good and workmanlike manner, using new and first quality materials. All costs of any such improvements shall be paid by Tenant and Tenant shall allow no liens for labor or materials to attach to the Leased Premises by virtue thereof. Tenant shall give Landlord not later less than ten (10) days days’ notice prior to the Grand Opening Date with respect to commencement of any work in, on or about the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Leased Premises, and (b) promptly commence and diligently pursue Landlord shall have the construction and right to post notices of non-responsibility in or on the Leased Premises as provided by law. Upon completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for any such work, (b) Tenant shall have obtained submit to Landlord as-built plans of the improvements and alterations made (if applicable), a valid building permit for sworn construction of its improvementsstatement, (c) Tenant shall have deposited with Landlord the policies lien waivers from all persons or certificates of insurance required in Sections 13.3. and 13.4.entities providing materials, and (d) Landlord shall have received full payment from Tenant services or equipment for the Opening Contribution work completed and for those items set forth an endorsement to Landlord’s policy of title insurance confirming the absence of any liens or other matters of record related to the work performed. To the extent that any alterations, improvements or additions result in Section D the removal from the Building of Schedule B. Tenant's activities any building components having salvage value and such components have not been replaced with components having equal or greater value, such salvage value shall be conducted so as not paid to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior (a) Tenant shall obtain the prior written approval of Landlord to all plans and specifications for all major improvements upon the commencement Leased Property whether interior, exterior, structural, mechanical, electrical or otherwise. All Tenant’s work, as herein provided, shall be done at the sole cost and expense of Tenant, in accordance with all applicable laws and governmental regulations and without deviation from the plans and specifications approved by Landlord. Approval of the Termplans and specifications by Landlord shall not constitute the assumption of any responsibility by Landlord for their accuracy, sufficiency, safety or compliance with law and Tenant shall, shall be solely responsible for such items. Tenant shall obtain at its sole cost and immediately thereafter furnish to Landlord all certificates and approvals required by any governmental authorities and necessary to complete the Tenant’s construction work, and shall furnish a certificate of occupancy to Landlord upon completion. Tenant shall promptly and regularly remove, at its expense, (a) promptly initiate all trash and diligently pursue waste materials resulting during the design course of performance of its work or remaining thereafter. Upon Landlord's request, Tenant shall provide Landlord with payment and performance bonds guaranteeing the completion of all improvements and other work required to be performed done by it Tenant pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and this Article (b) promptly commence All trade fixtures and diligently pursue apparatus installed by Tenant on the construction and completion Leased Property, except such as may be the property of Landlord, shall remain the property of the Premises. Tenant will and shall be permitted by Landlord removable from time to enter time and also at the Premises in accordance with Schedule B for expiration of the purpose term of performing its obligations under Schedule B and for the purpose of installing its fixtures and this Lease or any renewal or extension thereof, or other equipmenttermination thereof, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for not at such worktime be in default under any covenant or agreement contained in this Lease; otherwise, (b) Tenant Landlord shall have obtained a valid building permit for construction of its improvements, lien on said fixtures or apparatus as security against loss and damage resulting from defaults by Tenant. (c) Tenant shall have deposited with Landlord repair and restore the policies Leased Property following the removal or certificates replacement of insurance required in Sections 13.3. and 13.4.its trade fixtures, and (d) Landlord shall have received full payment from Tenant for whether during or at the Opening Contribution and for those items set forth in Section D termination of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation condition of the Leased Property prior to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences’s occupancy.

Tenant's Improvements. Prior (1) Tenant agrees that it will not undertake any structural alterations of any of the improvements, or any part thereof, now or hereafter erected upon the Leased Premises, or construct any new structures or improvements upon the Leased Premises or make any other alterations which would materially change the character of the existing improvements or which would weaken or impair the structural integrity or lessen the value of the existing improvements, without the prior written consent of Landlord, which consent of Landlord may be withheld in Landlord's sole discretion. Tenant shall give Landlord notice of any alteration, addition, enlargement or improvement and copies of plans and specifications therefor prior to commencing any work thereon. Notwithstanding the foregoing, Tenant is permitted to make non- structural alterations costing less than Ten Thousand dollars ($10,000.00) without first seeking Landlord's prior consent. (2) Subject to the limitation contained in the foregoing Section 6(a), Tenant may, at any time during the term of this Lease, at Tenant's own cost and expense make or permit to be made any alteration, change or addition of, in, or to the Leased Premises or any part thereof or any building or improvement which may hereafter be erected thereon, subject, however, to the following conditions, each of which must be fully observed and performed by Tenant before the commencement of any work whatsoever: (1) That there is no existing and unremedied default on the Termpart of Tenant, of which Tenant has received notice, under the terms, covenants and conditions herein on the part of Tenant to be observed and performed. (2) That Tenant shall covenant that the same shall be performed with diligence and in a first-class, workmanlike manner. (3) That neither the interest of the Landlord nor the interest of the holder of the Deed of Trust nor the Leased Premises nor any building in or improvement on, under, or above the Leased Premises shall then be the subject of any charge, liability, claim, or lien of whatsoever kind or nature by reason of work undertaken by Tenant. (4) That if under the provisions of any insurance policies required to be provided and maintained hereunder, any consent to any alteration, change or addition by the insurers therein shall be required to continue and keep such policies in full force and effect, Tenant shall obtain such consents and pay any premiums or charges that may be incurred therefor. (5) Tenant shall covenant that in the alteration of the then existing structures and/or the construction of any new building, it will comply with all applicable requirements of the Building Code of the County and with all other applicable laws, ordinances, rules and regulations of all governmental authorities having jurisdiction thereof and of the local Board of Fire Underwriters or of any similar body. (6) Tenant shall procure all necessary permits for the alteration of the then existing structures and for the construction of the new improvements and shall deliver to Landlord a certificate of occupancy when required by law, as a condition precedent to the use of the improvements for their designated purpose. Upon completion of any new structural improvements, Tenant shall deliver to Landlord a set of the "as built" plans. (7) All such work shall be done by Landlord or by contractors approved by Landlord, which approval shall not be unreasonably withheld. Notwithstanding the foregoing, Tenant understands that, in the event the work is not performed by Landlord or its agents, such work shall nevertheless be performed under the general supervision of Landlord or its agent to assure standard quality improvements on the Real Property for which Landlord or such agent shall be paid a reasonable supervisory fee (which supervisory fee shall not exceed five percent of the cost of the work). (3) All such work, other than movable furniture, back up power systems, raised flooring, supplemental HVAC units, or trade fixtures or other items specifically designated at the time Landlord approves such work, done by Tenant upon the Leased Premises, shall be the property of the Landlord at the termination of this Lease; provided, however, that Landlord may require Tenant, only at the time Landlord approves such work, to remove all or any part of said work at the expiration of this Lease, in which event such removal shall be done at Tenant's sole cost and expense. Tenant shall, at its sole cost and expense, repair any damage to the Leased Premises and/or the Building caused by such removal or by the removal of its personalty. (a4) promptly initiate Landlord hereby agrees that Tenant, at its sole cost and diligently pursue expense, shall have the design of right to install, operate and maintain an underground fiber optical cable to the Leased Premises, subject, however, to Tenant, at its sole cost and expense, obtaining any and all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in necessary governmental approvals, as well as Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior written consent as to the Grand Opening Date with respect to the exterior location of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for any such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted system so as not to unreasonably interfere with Landlord's construction activitiesany existing easements or right-of-ways, underground utilities or other conduits servicing the Park or any building therein. Tenant shall maintain promptly restore all areas damaged by the Premises in a clean installation of such cable and orderly condition during construction and merchandisingshall provide Landlord with as-built drawings of same. All trash which may accumulate If requested by Landlord, Tenant shall relocate such cables as required by Landlord in connection with Tenant's construction activities other development at the Park and shall be deposited daily in dumpsters, provided by or for Landlord in remove such cables at the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront expiration of the Premises. Landlord will remove Lease Term, restoring promptly any and all damage caused by such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesremoval.

Tenant's Improvements. Prior 6.2.1 Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of the Premises. Based upon such information supplied by Tenant, Landlord has prepared a space plan and outline specifications (the “Space Plans”) for the layout of Tenant’s leasehold improvements to the commencement Premises (“Tenant’s Improvements”). Tenant’s Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to normal office fit-up construction, as generally laid out and specified on the Space Plans. Tenant acknowledges that Tenant’s Improvements have been designed to the general quality of the Termdesign of the Building and in accordance with Landlord’s building standards for office build-out for the Building. Landlord has submitted the proposed and preliminary Space Plans to Tenant and Tenant has approved the proposed and preliminary Space Plans. The Landlord and the Tenant agree and understand that as the construction work begins, some changes may be necessary to the Space Plans and the parties agree to work together in good faith to coordinate any alterations to the Space Plans. The Space Plans are attached hereto as Exhibit C. 6.2.2 Based upon the approved final Space Plans (see below), the Landlord shall cause final plans and specifications, sufficient to permit the construction of Tenant’s Improvements, to be prepared (the “Plans”), which Plans shall be submitted to Tenant shallfor approval, at its sole cost which approval shall not be unreasonably withheld or delayed and expenseshall be deemed given if not disapproved of in writing (with a detailed list of the deficiencies in the Plans) within 7 days of submittal. Tenant’s approval of the Plans shall be substantially consistent with previous approvals, choices and directions given. Tenant understands and agrees that changes to the Space Plans that may be needed or desired by Tenant, and or the specification by Tenant of any components or finishes that are not building-standard or as depicted on the Space Plans, will be incorporated into the Plans if (a) promptly initiate and diligently pursue such changes do not materially modify the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior scope or character of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the PremisesTenant’s Improvements or any material component thereof, and (b) promptly commence and diligently pursue such changes will not, individually or in the construction and aggregate, in Landlord’s reasonable opinion, result in a likelihood of a material delay in the substantial completion of Tenant’s Improvements, or (c) such changes are agreed to in writing by the PremisesLandlord and the Tenant. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipmentagrees that any additional cost resulting from such changes, provided (a) Tenant shall have obtained Landlord's after final approval of the plans Space Plans, as well as from any changes to the Tenant’s Improvements after the final approval of the Plans (including design and specifications for such workconstruction costs, (bincluding materials, labor and general conditions costs) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. the responsibility of Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily paid in dumpsters, provided full by or for Tenant to Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.within

Tenant's Improvements. Prior Tenant, at its option, may make such non-structural improvements to the commencement of the Term, Tenant shallPremises as it may deem necessary from time to time, at its sole cost and expense, without Landlord’s consent (abut subject to all other obligations set forth in this Section 10) and costing less than $25,000 in the aggregate. Tenant shall not make any alterations, installations, additions or improvements to the Premises in excess of $50,000 or affecting the structural components of the Building, including but not limited to, the installation of any fixtures, amenities, equipment, appliances, or other apparatus, without Landlord’s prior written consent, which consent will not be unreasonably withheld, and then only be contractors or mechanics approved by Landlord, which approval shall not be unreasonably withheld. All such work, alterations, installations, additions or improvements shall be done at Tenant’s sole expense, and at such times and in such manner as Landlord may from time to time designate, if at any point during the Term, Tenant is not the sole occupant of the Building. Landlord’s consent to and/or approval of Tenant’s plans and specifications for the aforesaid improvements 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 shall promptly initiate pay for the costs associated with any such alterations or additions, and diligently pursue shall protect, defend, indemnify and hold harmless Landlord and the design Property from and against any and all liens, costs, damages and expenses incurred by Landlord in connection therewith, including any reasonable attorneys fees incurred by Landlord, if Landlord shall be joined in any action or proceeding involving such improvements. Landlord may, at its option, pay sums due in order to release such liens, in which event any such sums paid by Landlord shall be due to Landlord by Tenant, as Additional Rent, upon demand. Under no circumstances shall Tenant commence any such work until Landlord has been provided with certificates evidencing that all the contractors and subcontractors performing such work have in full force and effect adequate workmen's compensation insurance as required by the laws of the State of Colorado, public liability and builders risk insurance in such amounts and according to terms reasonably satisfactory to Landlord. Landlord shall at all improvements times have the right to post or keep posted on the Premises, or in the immediate vicinity thereof, any notices of non-responsibility for any construction, alteration or repair of the Premises by Tenant, and other work Tenant hereby agrees to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than give Landlord at least ten (10) business days prior notice of Tenant's plans to commence such work so as to enable Landlord an opportunity to post such notices. All alterations, installations, additions or improvements made by either of the Grand Opening Date with respect to parties hereto upon the exterior of Premises, except movable office furniture, Tenant’s projectors in the Premises and not later than seven (7) days prior any trade fixtures of Tenant put in at the expense of Tenant or Landlord and other items as mutually agreed upon in writing, shall be the property of Landlord and shall remain upon and be surrendered with the Premises at the termination of this Lease without molestation or injury. Upon request by Landlord, such request to be made at the time Tenant requests consent for the applicable improvement under this Section 10, Tenant, at Tenant’s expense, shall remove any and all special improvements to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided Common Areas made by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D on behalf of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating supplemental HVAC and raised flooring. If Tenant fails to insurance remove any such items, Landlord shall have the right, but not the obligation, to remove and indemnificationdispose of such items, saving and excepting only restore the obligation to pay Rental Premises accordingly and Tenant shall reimburse Landlord for the costs of such removal, disposal and restoration within thirty (other than any Additional Rental due Landlord by reason 30) days after receipt of Tenant's failure to perform any of its obligations hereunder)an invoice therefore, together with interest at the Default Rate, which obligation shall commence when accrue from the Term commencesdate the costs were incurred by Landlord. Notwithstanding the foregoing, Landlord reserves the right to withdraw a request to remove improvements and to request that such improvements remain upon and be surrendered with the Premises.

Tenant's Improvements. Prior Except to the commencement extent that Landlord is responsible for making improvements to the Premises pursuant to Sections 10.2 and/or 34 of the Termthis Lease, Tenant shall, agrees that it will make such improvements to the Premises as it may deem necessary at its sole cost and expense. Tenant shall not make any alterations, decorations, installations, additions or improvements to the Premises, including but not limited to, the installation of any fixtures, amenities, equipment, appliances, or other apparatus which has a material adverse affect on the structure of the Building or which would preclude Tenant from complying with its obligations upon the surrender of the Premises at the expiration or sooner termination of the Term in accordance with the express terms of this Lease, without Landlord’s prior written consent (a) promptly initiate which consent shall not be unreasonably withheld), and diligently pursue then only by contractors or mechanics employed or approved by Landlord. All such work, alterations, decorations, installations, additions or improvements shall be done at Tenant’s sole expense and at such times and in such manner as Landlord may from time to time reasonably designate upon mutual agreement with Tenant. Landlord’s consent to and/or approval of Tenant’s plans and specifications for the aforesaid improvements 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 all governmental agencies or authorities. All alterations, decorations, installations, additions or improvements made by either of the parties hereto upon the Premises, except movable office furniture, trade fixtures, equipment, including hardware and systems, and other work to components which may be performed by it pursuant to Schedule B removed without an adverse affect on a schedule Tenant’s compliance with its obligations upon the surrender of the Premises at the expiration or sooner termination of the Term in accordance with the express terms of this Lease, which were put in Landlord's reasonable judgment will permit at the expense of Tenant to complete such improvements not later than ten (10) days prior and other items as mutually agreed upon in writing, shall be the property of Landlord and shall remain upon and be surrendered with the Premises at the termination of this Lease without molestation or injury. Notwithstanding anything herein to the Grand Opening Date with respect contrary, at the expiration or sooner termination of the Term, Tenant, at Tenant’s expense, shall have the right to remove the generator installed by Tenant on the exterior of the Building, the UPS (uninterrupted power source equipment), the supplemental fire suppression system, the PDU (the power distribution units), raised flooring, the supplemental HVAC system, the data and telecommunications and telephone cabling and cable trays installed by the Tenant in the Premises (the “Removal Items”); provided, however, that (i) if Tenant elects to leave any of the Removal Items in the Second Floor Key Area, the exterior of the Building or in the area shown on Exhibit “F” attached hereto and not later than seven made a part hereof (7collectively, the “Second Floor Key Area”), as the case may be, and Landlord desires to have any of such Removal Items removed from such area(s), Landlord shall have the right to remove such Removal Items and Tenant shall reimburse Landlord within thirty (30) days after receipt of a written invoice for the removal costs, together with reasonable supporting evidence, and (ii) if Tenant removes any of such Removal Items from the Second Floor Key Area, Tenant, at Tenant’s expense, shall restore the ceiling to a nine foot (9’) finished condition, with a reasonable amount of ceiling lights and with the concrete floor slab in tact; provided, however, that prior to the Grand Opening Date with respect to the interior of the PremisesCommencement Date, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from installed sufficient wiring so that no additional wiring is required in order for Tenant for to comply with this Subsection 9(ii). Notwithstanding anything herein to the Opening Contribution and for those items set forth contrary, Landlord, at Tenant’s expense, shall have the right to restore the ceiling in Section D of Schedule B. Tenant's activities shall be conducted so as not the Second Floor Key Area to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpstersnine foot (9’) height including sprinkler heads, provided by or for Landlord in that Landlord, at Landlord’s expense, shall install the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within ductwork to the Premises and deposited daily outside the storefront area of the Premises. Landlord will remove such trash as more particularly described in Sections C data and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencestelecommunications center.

Tenant's Improvements. Prior Tenant shall not make any alterations, decorations, installations, additions and/or improvements to the commencement Leased Premises, including, but not limited to, the installation of any fixtures, amenities, equipment, appliances or other apparatus (collectively, the "Work"), without Landlord's prior written consent which shall not be unreasonably withheld, conditioned or delayed, and then only by contractors or mechanics approved by Landlord. Notwithstanding the foregoing, Tenant shall have the right, without Landlord's consent, to make non-structural repairs to the Leased Premises which do not affect the roof, mechanical, electrical or plumbing systems of the Building, and which do not, in any lease year, cost more than Ten Thousand Dollars ($10,000) in the aggregate. All such Work shall be done at Tenant's sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. All such Work shall be done under the general supervision of Landlord to assure standard quality improvements on the Real Property for which Landlord shall be paid a reasonable supervisory fee, not to exceed seven percent (7%) of the cost of the Work. All such Work done by either of the parties hereto upon the Leased Premises, except movable furniture, equipment and trade fixtures put in at the expense of Tenant, shall be the property of Landlord and shall remain upon and be surrendered with the Leased Premises at the termination of this Lease without molestation or injury; provided, however, that Landlord may elect to require Tenant to remove all or any part of said work at the expiration of this Lease, in which event such removal shall be done at Tenant's sole cost and expense. At Tenant's request, Landlord will inform Tenant at the time it grants its consent to any proposed Work, of whether the Work must be removed by Tenant at the expiration of the Lease Term, . Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior repair any damage to the Grand Opening Date with respect to Leased Premises and/or the exterior of Building caused by such removal or by the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction removal of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4personalty., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior Except to the commencement extent that Landlord is providing the Allowance pursuant to Section 35 of the Termthis Lease, Tenant shall, shall make such improvements to the Premises as it may deem necessary at its sole cost and expense. Tenant shall not make any alterations, (a) promptly initiate and diligently pursue the design of all decorations, installations, additions or improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, including but not limited to, the Tenant Improvements (as defined herein), the installation of any fixtures, amenities, equipment, appliances, or other apparatus, without Landlord’s prior written consent, which consent shall not be unreasonably withheld or delayed, and (b) promptly commence and diligently pursue then only by contractors or mechanics employed or approved by Landlord, which approval shall not be unreasonable withheld or delayed. Notwithstanding the construction and completion of the Premises. foregoing, Tenant will shall be permitted by Landlord to enter make decorative or non-structural alterations within the Premises costing less than $50,000 without the necessity of Landlord’s prior consent, but in accordance with Schedule B all other terms and conditions of this Section 10 and only upon prior written notice to Landlord thereof. All such work, alterations, decorations, installations, additions or improvements shall be done at Tenant’s sole expense, other than the Allowance which shall be provided by Landlord for the purpose of performing its obligations under Schedule B Tenant Improvements, and for the purpose of installing its fixtures at such times and other equipment, provided (a) Tenant shall have obtained in such manner as Landlord may from time to time designate. Landlord's ’s consent to and/or approval of the Tenant’s plans and specifications for such workthe aforesaid improvements shall create no responsibility or liability on the part of Landlord for their completeness, (b) design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All alterations, decorations, installations, additions or improvements made by either of the parties hereto upon the Premises, except movable office furniture put in at the expense of Tenant shall have obtained a valid building permit for construction of its improvementsand other items as mutually agreed upon in writing, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere the property of Landlord and shall remain upon and be surrendered with Landlord's construction activities. Tenant shall maintain the Premises in a clean at the termination of this Lease without molestation or injury. Upon request by Landlord, such request given at the time Landlord provides consent under this Section 10, Tenant, at Tenant’s expense, shall remove any and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided all special improvements to the Premises or Common Areas made by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D on behalf of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating supplemental HVAC and raised flooring. If Tenant fails to insurance remove any such items, Landlord shall have the right, but not the obligation, to remove and indemnificationdispose of such items, saving and excepting only restore the obligation Premises accordingly and Tenant shall reimburse Landlord for the costs of such removal, disposal and restoration within thirty (30) days after receipt of an invoice therefore, together with interest at the Default Rate, which shall accrue from the date the costs were incurred by Landlord. Notwithstanding the foregoing, Tenant shall have the right to pay Rental remove all trade fixtures, if owned by Tenant, at the termination of this Lease, provided Tenant repairs any damage caused by such removal and returns the Premises in the condition required by Section 11.4 of this Lease. The parties acknowledge that DB will leave certain property in the Premises at the expiration of the DB Sublease, including the existing furniture, raised flooring, wiring, emergency generator and corresponding underground fuel storage tank and a vault (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunderthe “DB Property”), which obligation all as more particularly shown on Exhibit “C,” attached hereto and made a part hereof. The DB Property may be used by Tenant during the Term, at no cost to Tenant, but shall commence when be the Term commencesproperty of Landlord and shall remain upon and be surrendered with the Premises at the termination of this Lease without molestation or injury. Landlord makes no representations or warranties as to the condition of the DB Property.

Tenant's Improvements. Prior Tenant, at its option, may make such non-structural improvements to the commencement of the Term, Tenant shallPremises as it may deem necessary from time to time, at its sole cost and expense, without Landlord’s consent (abut subject to all other obligations set forth in this Section 10) and costing less than $25,000 in the aggregate. Tenant shall not make any alterations, installations, additions or improvements to the Premises in excess of $50,000 or affecting the structural components of the Building, including but not limited to, the installation of any fixtures, amenities, equipment, appliances, or other apparatus, without Landlord’s prior written consent, which consent will not be unreasonably withheld, and then only be contractors or mechanics approved by Landlord, which approval shall not be unreasonably withheld. All such work, alterations, installations, additions or improvements shall be done at Tenant’s sole expense, and at such times and in such manner as Landlord may from time to time designate, if at any point during the Term, Tenant is not the sole occupant of the Building. Landlord’s consent to and/or approval of Tenant’s plans and specifications for the aforesaid improvements 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 shall promptly initiate pay for the costs associated with any such alterations or additions, and diligently pursue shall protect, defend, indemnify and hold harmless Landlord and the design Property from and against any and all liens, costs, damages and expenses incurred by Landlord in connection therewith, including any reasonable attorneys fees incurred by Landlord, if Landlord shall be joined in any action or proceeding involving such improvements. Landlord may, at its option, pay sums due in order to release such liens, in which event any such sums paid by Landlord shall be due to Landlord by Tenant, as Additional Rent, upon demand. Under no circumstances shall Tenant commence any such work until Landlord has been provided with certificates evidencing that all the contractors and subcontractors performing such work have in full force and effect adequate workmen’s compensation insurance as required by the laws of the State of Colorado, public liability and builders risk insurance in such amounts and according to terms reasonably satisfactory to Landlord. Landlord shall at all improvements times have the right to post or keep posted on the Premises, or in the immediate vicinity thereof, any notices of non-responsibility for any construction, alteration or repair of the Premises by Tenant, and other work Tenant hereby agrees to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than give Landlord at least ten (10) business days prior notice of Tenant’s plans to the Grand Opening Date with respect commence such work so as to the exterior enable Landlord an opportunity to post such notices. All alterations, installations, additions or improvements made by either of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of parties hereto upon the Premises, except movable office furniture and any trade fixtures of Tenant as set forth on Exhibit “G” attached hereto and made a part hereof (b) promptly commence and diligently pursue all of which will be removed by Tenant at the construction and completion expiration of the Premises. Lease Term) put in at the expense of Tenant will or Landlord and other items as mutually agreed upon in writing, shall be permitted by the property of Landlord to enter and shall remain upon and be surrendered with the Premises in accordance with Schedule B at the termination of this Lease without molestation or injury. Upon request by Landlord, such request to be made at the time Tenant requests consent for the purpose of performing its obligations applicable improvement under Schedule B this Section 10, Tenant, at Tenant’s expense, shall remove any and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not all special improvements to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided or Common Areas made by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D on behalf of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating supplemental HVAC and raised flooring. If Tenant fails to insurance remove any such items, Landlord shall have the right, but not the obligation, to remove and indemnificationdispose of such items, saving and excepting only restore the obligation to pay Rental Premises accordingly and Tenant shall reimburse Landlord for the costs of such removal, disposal and restoration within thirty (other than any Additional Rental due Landlord by reason 30) days after receipt of Tenant's failure to perform any of its obligations hereunder)an invoice therefore, together with interest at the Default Rate, which obligation shall commence when accrue from the Term commencesdate the costs were incurred by Landlord. Notwithstanding the foregoing, Landlord reserves the right to withdraw a request to remove improvements and to request that such improvements remain upon and be surrendered with the Premises.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained make no separable or inseparable alterations in, or additions to, Premises (‘‘Tenant’s Improvements”) without first obtaining Landlord's ’s written consent. Landlord may make its consent conditional upon Tenant removing the respective Tenant’s Improvements (or any part of them) from Premises on termination or expiry of the Term of the Lease in which case such Tenant’s Improvements shall not become Landlord’s property, notwithstanding provisions of item (b) of Article 12.2 hereof, unless Landlord further sends to Tenant a notice requiring not to remove the specified Improvements, in which case those Improvements shall become Landlord’s property at Tenant’s Improvements Transfer Date. (b) In addition to the request for Landlord’s written consent to carry out certain Tenant’s Improvements Tenant also shall on Landlord’s demand deliver to Landlord a list of such ascertained Tenant’s Improvements. (c) Tenant’s Improvements done in Premises that are to be transferred to Landlord shall not contain any materials, equipment or any other property of any third person. (d) Tenant shall be responsible by its own means and at its expense for the approval of the plans and specifications for such workTenant’s Improvements by the competent authorities, (b) if applicable. Upon Landlord’s request Tenant shall have obtained a valid building permit for construction of its improvements, (c) immediately provide all information and documents in this regard. If Tenant shall have deposited with Landlord the policies or certificates of insurance required does not meet liabilities set in Sections 13.3. and 13.4., and item (d) of this Article 12.1, Landlord shall have received full payment from Tenant for the Opening Contribution right to perform the stated above actions by its own means, and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain compensate all documental expenses related to the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area execution of this actions within 15 (fifteen) business days as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D date of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason receipt of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesrespective invoice from Landlord.

Tenant's Improvements. Prior 2.1 If Tenant desires improvements above the Building Standard Improvements, Tenant will comply with the provisions hereafter set forth. 2.2 Tenant shall meet with Landlord's space planner within ___ days after the date hereof. Landlord shall submit to Tenant final schematic drawings and specifications of materials (as approved by Landlord) relating to all Improvements,. and they shall be approved within ___ days by Tenant. All drawings and specifications of materials shall be subject to Landlord's approval. 2.3 Final working drawings based upon the approved schematic drawings relating to all Improvements in the Premises shall be submitted to Tenant and approved within three working days by Tenant. Upon approval of such drawings, Landlord and Tenant shall initial the drawings, and such drawings shall become a part of the Lease, and attached to the commencement Lease as Exhibit "E" 2.4 Should any material (such as wall covering, carpet, special fixtures, or the like) that Tenant specifies have an unusually long delivery date or cannot be located within a reasonable time in order for Landlord to meet the ______________, 19__, deadline, or Landlord finds that any of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on specified materials has a schedule long delivery time which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and would delay completion of the Premises. space on schedule, Landlord will provide Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose written notification of performing its obligations under Schedule B that fact, and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained five (5) days to change the specifications to materials which are readily available. If Tenant fails to change the specifications in writing to Landlord within five (5) days, then the Premises will be deemed to be substantially complete without those items having been installed. 2.5 Any material or items that Tenant may be supplying to Landlord for Landlord's approval of installation in the plans and specifications for such workPremises must be delivered on site by _____________, (b) Tenant shall have obtained a valid building permit for construction of its improvements19__, (c) Tenant shall have deposited with Landlord or the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for Premises will be deemed substantially complete without those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commenceshaving been installed.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval shall, in a good and workmanlike manner, perform and diligently complete Tenant’s Improvements (as defined below) during the period commencing on the date of this Amendment and ending on February 28, 2026 (as such date may be extended by Tenant Construction Delays), subject to Section 4(f), Section 4(g) and Section 5 below and in accordance with all applicable Requirements and the terms of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance Article 5. Tenant shall prepare a final plan or final set of plans and indemnificationspecifications (such final plan or final set of plans and specifications, saving and excepting only as the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereundersame may be modified and/or amended, as the case may be, are hereinafter called the “Tenant Improvement Final Plan”), which obligation Tenant Improvement Final Plan shall commence when contain complete information and dimensions necessary for Tenant’s Improvements and for the Term commencesengineering in connection therewith. Landlord shall reimburse Tenant for the cost of Tenant’s Improvements in an amount equal to the lesser of (x) the Tenant Improvement Allowance (as defined below) and (y) the actual cost of Tenant’s Improvements, upon the following terms and conditions: (i) The Tenant Improvement Allowance shall be payable to Tenant (or to Tenant’s general contractor or construction manager, as directed by Tenant) in installments as Tenant’s Improvements progress, but in no event more frequently than monthly. Installments of the Tenant Improvement Allowance shall be payable by Landlord within 30 days following Tenant’s satisfaction of each of the conditions required for disbursement set forth in this Section 4 provided that Tenant is not then in monetary or material non-monetary default under the Lease beyond any applicable notice and cure period. (ii) Prior to the payment of any installment, Tenant shall deliver to Landlord a request for disbursement which shall be accompanied by (1) paid invoices (or invoices if Tenant shall be directing Landlord to pay Tenant’s general contractor or construction manager) for Tenant’s Improvements performed or incurred since the last disbursement of the Tenant Improvement Allowance, (2) a certificate signed by Tenant’s architect (but only for work covered by such architect’s engagement) and an officer of Tenant certifying that Tenant’s Improvements and services represented by the aforesaid invoices have been satisfactorily completed substantially in accordance with the plans and specifications therefor approved by Landlord and have not been the subject of a prior disbursement of the Tenant Improvement Allowance and (3) lien waivers by architects, contractors, subcontractors and all materialmen for all such work and services; provided, that, if Tenant fails to deliver to Landlord a lien waiver for any work costing less than $50,000.00 and provided that Tenant otherwise complies with the requirements of this Section 4(a)(ii), Landlord shall disburse the installment, less 120% of the amount owed for any such work for which Tenant has not delivered a lien waiver. Landlord shall be permitted to retain from each disbursement 10% of the amount requested to be disbursed by Tenant, unless, so long as the cost incurred by Tenant to perform Tenant’s Improvements is not greater than the Tenant Improvement Allowance, the requisition already reflects a 10% retainage from amounts billed by the applicable contractor(s). The aggregate amount of the retainages shall be paid by Landlord to Tenant upon the completion of all of Tenant’s Improvements and upon receipt from Tenant of (A) a certificate signed by Tenant’s architect and an officer of Tenant certifying that all of Tenant’s Improvements has been satisfactorily completed in accordance with the plans and specifications therefor approved by Landlord, (B) all sign-offs and inspection certificates and any permits required to be issued by the New York City Department of Buildings or any other governmental entities having jurisdiction thereover and (C) a final lien waiver from all contractors and subcontractors performing Tenant’s Improvements; provided, that, if Tenant fails to deliver a final lien waiver for any contract for less than $50,000.00 and provided that Tenant otherwise complies with the requirements of this Section 4(a)(ii), Landlord shall disburse the aggregate amount of the retainages, less 120% of the amount owed for any contract for less than $50,000.00 for which Tenant has failed to deliver a final lien waiver.

Tenant's Improvements. Prior Subject to the terms of any Underlying Mortgage (as defined in Section 34 hereof), any structural alterations or improvements or any non-structural improvements or alterations costing more than Twenty Thousand and No/100 Dollars ($20,000.00) shall require Landlord's written consent, which consent shall not be unreasonably withheld. Landlord's consent shall be automatically granted if Landlord does not respond to Tenant's request within ten (10) days after notice and submission of preliminary plans and specifications from Tenant. Subject to the preceding sentence and the terms of any Underlying Mortgage, during the full Term of this Lease, Tenant shall have the right, at any time during the term of this Lease, and from time to time, at its own cost and sole expense and liability, to place or install within the Leased Premises, such nonstructural leasehold improvements not exceeding $20,000.00 as it shall desire. Unless expressly released by Landlord in writing, all such improvements shall be and remain, at the time of expiration or other termination of this Lease, the property of Landlord without payment or offset unless such improvements are not attached to the Premises, excluding signage and other equipment specific to Tenant's business whether or not attached to the building, as long as the equipment can be removed without damage to the Building. No such installation or construction by Tenant shall violate any lawful rule or regulation, plan or zoning construction or other law, ordinance or regulation applicable thereto, and all alterations and improvements shall be done and performed in good and workmanlike manner and blend architecturally with the existing design and style of the balance of the subject Building or other improvement being altered and shall not diminish the value of the subject Building or other improvement as of the date of the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design subject improvement. All costs of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete any such improvements shall be paid by Tenant and Tenant shall allow no liens for labor or materials to attach to the Leased Premises by virtue thereof. Tenant shall give Landlord not later less than ten (10) days notice prior to the Grand Opening Date with respect commencement of any work in, on or about the Leased Premises and Landlord shall have the right to post notices of non-responsibility in or on the Leased Premises as provided by law. Landlord may require that Tenant remove any or all alterations, improvements or additions made by Tenant to the exterior Leased Premises at the expiration of the Term and restore the Leased Premises to its prior condition, only if not previously approved by Landlord in writing. If Landlord shall consent to the alterations, improvements and not later than seven (7) days additions or approve of the drawings and specifications, as the case may be, the consent or approval shall be deemed conditioned upon Tenant acquiring a permit to do so from appropriate governmental agencies, the furnishing of a copy thereof to Landlord prior to the Grand Opening Date with respect to the interior commencement of the Premises, work and (b) promptly commence the compliance by Tenant of all conditions of said permit in a prompt and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activitiesexpeditious manner. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsterspay, provided by when due, all claims for labor or materials furnished or alleged to have been furnished to or for Landlord Tenant at, or for use in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Leased Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when claims are or may be secured by any mechanic's or materialmen's lien against the Term commencesLeased Premises or any interest therein.

Tenant's Improvements. Prior 6.2.1. Tenant and Landlord have prepared a space plan and outline specifications (the "Space Plans") for the layout of Tenant's leasehold improvements to the commencement Premises ("Tenant's Improvements"). Tenant's Improvements shall not include Tenant's furniture, trade fixtures, equipment and personal property and are limited to normal office fit-up construction, as generally laid out and specified on the Space Plans. Tenant acknowledges that Tenant's Improvements have been designed to the general quality of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements the Building and other work in accordance with Landlord's building standards for office build-out for the Building. Landlord has submitted the Space Plans to Tenant and Tenant has approved the Space Plans. The Space Plans are attached hereto as Exhibit C. 6.2.2. Based upon the Space Plans, the Landlord shall cause final plans and specifications, sufficient to permit the construction of Tenant's Improvements, to be performed prepared (the "Plans"), which Plans shall be submitted to Tenant for approval, which approval shall not be unreasonably withheld or delayed and shall be deemed given if not disapproved of in writing (with a detailed list of the deficiencies in the Plans) within 5 days of submittal. Tenant's approval of the Plans shall be consistent with previous approvals, choices and directions given. Tenant understands and agrees that changes to the Space Plans that may be needed or desired by it pursuant to Schedule B Tenant, and or the specification by Tenant of any components or finishes that are not building-standard or as depicted on a schedule which the Space Plans, will be incorporated into the Plans only if (i) such changes do not modify the scope or character of the Tenant's Improvements or any material component thereof, and (ii) such changes will not, individually or in the aggregate, in Landlord's reasonable judgment opinion, will permit not result in a likelihood of delay in the substantial completion of Tenant's Improvements. Tenant agrees that if such changes do result in delay in substantial completion, same shall be deemed a Tenant Delay (as defined below). 6.2.3. Following the completion and approval of the Plans, Landlord shall proceed, using reasonable efforts, to complete such improvements not later than ten (10) days prior obtain all necessary permits and approvals for the construction of Tenant's Improvements, and to proceed to construct Tenant's Improvements in substantial conformance with the Plans. Landlord reserves the right to make changes and substitutions to the Grand Opening Date Plans in connection with respect the construction of Tenant's Improvements, provided same do not materially adversely modify the Plans approved by Tenant, and Tenant agrees to not unreasonably withhold or delay its consent to any changes that do materially adversely modify the exterior Plans, in accordance with subsection 6.2.2. 6.2.4. Landlord agrees to use reasonable efforts to substantially complete Tenant's Improvements by the Scheduled Commencement Date. 6.2.5. Tenant's Improvements shall be deemed substantially complete on the date (the "Substantial Completion Date") as of which a certificate of occupancy (temporary or permanent) permitting the use of the Premises and not later than seven is available from the Town of Burlington, with remaining items of work (7of which Tenant shall give Landlord notice, as provided below) days prior to be completed as soon as reasonably practicable thereafter. Notwithstanding the Grand Opening Date with respect to foregoing, if any delay in the interior of the Premises, and (b) promptly commence and diligently pursue the construction and substantial completion of the Premises. Tenant will be permitted Tenant's Improvements by Landlord is due to enter Tenant Delays, then the Premises in accordance with Schedule B Substantial Completion Date shall be deemed to be the date Tenant's Improvements would have been substantially completed, if not for same, as reasonably determined by Landlord. "Tenant Delays" shall mean delays caused by: (i) requirements of the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Plans requested by Tenant shall have obtained that do not conform to Landlord's approval of building standards for office build-out, or which contain long lead-time or non-standard items requested by Tenant; (ii) any change in the plans and specifications for such work, Plans requested by Tenant; (biii) Tenant shall have obtained a valid building permit for construction of its improvements, failure to approve the Plans (cor changes thereto or modifications thereof) Tenant shall have deposited with Landlord within the policies or certificates of insurance required in Sections 13.3. and 13.4., and time limits provided herein; (div) Landlord shall have received full payment from any request by Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord delay in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason commencement or completion of Tenant's failure to perform Improvements for any reason; or (v) any other act or omission of Tenant or its obligations hereunder)employees, agents or contractors which obligation shall commence when causes a delay in the Term commencesSubstantial Completion of the Tenant's Improvements.

Tenant's Improvements. Prior to Promptly upon execution of this Lease, Landlord and Tenant shall jointly develop a mutually acceptable space plan and finishing schedule for the commencement of Leased Premises that is consistent throughout the TermLeased Premises, Tenant shallis consistent with Building Standards, at its sole cost and expense, meets Tenant's requirements (a) promptly initiate and diligently pursue the design of all improvements and other work to "Space Design"). The Space Design shall be performed provided by it pursuant to Schedule B on a schedule which in the Landlord's reasonable judgment will permit Architect and the cost shall be included in the Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and Improvement Allowance. Upon completion of the Premises. Tenant will Space Design, an architectural firm shall be permitted selected by Landlord ("Landlord's Architect") from those listed on Exhibit C, attached hereto and incorporated herein, to enter prepare the complete construction documents (the "Tenant Improvement Plans"). The Tenant Improvement Plans shall fully describe all leasehold improvements required in connection with the build out of the Leased Premises (the "Tenant's Improvements") and shall include all required construction drawings, construction documents and specifications, finishing schedules, structural designs and plans, mechanical designs and plans, electrical designs and plans, plumbing designs and plans, and any other documents or items necessary in connection with obtaining bids for the Tenant Improvement Plans and in connection with obtaining building permits for the Tenant Improvement Plans and occupancy certificates or use permits for the Leased Premises, with the exception of any details, specifications, and/or designs of trade specific equipment that Landlord's Architect can not reasonably include in the Tenant Improvement Plans. Landlord shall contract with Landlord's Architect in connection with the preparation and submission of the Tenant Improvement Plans. Upon completion thereof and the approval of Tenant, the Space Design and the Tenant Improvement Plans shall be attached hereto as Exhibit D-1 and D-2, each hereby being incorporated herein. All Tenant Improvements shall be strictly in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained all Landlord's specifications for interior building finishes, (the Building Interior Finish Specifications), attached hereto as Exhibit E, and incorporated herein, unless otherwise approved by Landlord, such approval not to be unreasonably withheld provided the change does not alter the character or quality of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3Building. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution right, but not the obligation, to contract with the Project General Contractor and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so any other party as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate required in connection with the construction of the Tenant's construction activities Improvements and all costs thereof (not to exceed the amount of the Tenant Improvement Allowance) shall be deposited daily in dumpsters, provided paid by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities charged to (and shall be contained within considered a part of) the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesImprovement Allowance.

Tenant's Improvements. Prior to In the commencement of event any construction modifications are requested by Tenant and approved by Landlord, Landlord and Tenant shall jointly develop a mutually acceptable space plan and finishing schedule for the TermLeased Premises that is consistent throughout the Leased Premises, Tenant shallis consistent with Building Standards, at its sole cost and expense, meets Tenant's requirements (a) promptly initiate and diligently pursue the design of all improvements and other work to "Space Design"). The Space Design shall be performed provided by it pursuant to Schedule B on a schedule which in the Landlord's reasonable judgment will permit Architect and the cost shall be included in the Tenant to complete such improvements not later than ten (10) days prior to Improvement Allowance, if any remains available at the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and time. Upon completion of the Premises. Tenant will Space Design, an architectural firm shall be permitted selected by Landlord ("Landlord's Architect") from those listed on Exhibit C, attached hereto and incorporated herein, to enter prepare the complete construction documents (the "Tenant Improvement Plans"). The Tenant Improvement Plans shall fully describe all leasehold improvements required in connection with the build out of the Leased Premises (the "Tenant's Improvements") and shall include all required construction drawings, construction documents and specifications, finishing schedules, structural designs and plans, mechanical designs and plans, electrical designs and plans, plumbing designs and plans, and any other documents or items necessary in connection with obtaining bids for the Tenant Improvement Plans and in connection with obtaining building permits for the Tenant Improvement Plans and occupancy certificates or use permits for the Leased Premises, with the exception of any details, specifications, and/or designs of trade specific equipment that Landlord's Architect can not reasonably include in the Tenant Improvement Plans. Landlord shall contract with Landlord's Architect in connection with the preparation and submission of the Tenant Improvement Plans. Upon completion thereof and the approval of Tenant, the Space Design and the Tenant Improvement Plans shall be attached hereto as Exhibit D-1 and D-2, each hereby being incorporated herein. All Tenant Improvements shall be strictly in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained all Landlord's specifications for interior building finishes, (the Building Interior Finish Specifications), attached hereto as Exhibit E, and incorporated herein, unless otherwise approved by Landlord, such approval not to be unreasonably withheld provided the change does not alter the character or quality of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3Building. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution right, but not the obligation, to contract with the Project General Contractor and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so any other party as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate required in connection with the construction of the Tenant's construction activities Improvements and all costs thereof (not to exceed the amount of the Tenant Improvement Allowance) shall be deposited daily in dumpsters, provided paid by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities charged to (and shall be contained within considered a part of) the Premises and deposited daily outside Tenant Improvement Allowance, if any remains available at the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencestime.

Tenant's Improvements. Prior 4.1. Landlord shall perform the Landlord Work (as defined in the Work Letter attached hereto as Exhibit B (the “Work Letter”)) in order to prepare the Premises for Tenant’s use and occupancy in accordance with the Work Letter. Subject to Force Majeure and any Tenant Delay (as defined in the Work Letter), Landlord shall use diligent efforts to achieve Substantial Completion of the Landlord Work by the Estimated Term Commencement Date. However, except to the commencement extent that such failure constitutes a delay in the occurrence of the TermTerm Commencement Date (as provided in the definition of the Term Commencement Date): (i) except as otherwise provided herein, Tenant shall, at its Tenant’s sole cost and expenseremedies shall be a delay in the Term Commencement Date, (aii) promptly initiate Tenant shall have no claim or rights against Landlord, and diligently pursue Landlord shall have no liability or obligation to Tenant in the design event of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which delay in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the PremisesLandlord Work, and (biii) promptly commence no delay in the Landlord Work shall have any effect on the parties rights or obligations under this Lease. Notwithstanding anything contained in this Lease or the Work Letter to the contrary, if Landlord fails or is unable to cause the Term Commencement Date to occur on or before the date that is thirty (30) days after the Estimated Term Commencement Date (as the Estimated Term Commencement Date shall be extended for Force Majeure and diligently pursue any Tenant Delay), Tenant shall be entitled to one (1) additional day of abated Base Rent for each day in the construction period commencing on the Estimated Term Commencement Date and completion ending on the day immediately preceding the Term Commencement Date. 4.2. Landlord shall cause the Landlord Work to be constructed in the Premises pursuant to the Work Letter at a cost to Landlord not to exceed Fifteen Million Six Hundred Thousand and 00/100 Dollars ($15,600,000.00) (based upon Two Hundred and 00/100 Dollars ($200.00) per square foot of Rentable Area (as defined below)) (the “TI Allowance”). The TI Allowance may be applied to the costs of (s) construction, (t) building permits and other taxes, fees, charges and levies by Governmental Authorities (as defined below) for permits or for inspections of the Landlord Work, and (u) costs and expenses for labor, material, equipment and fixtures. In no event shall the TI Allowance be used for (v) the cost of work that is not authorized by the Approved Plans (as defined in the Work Letter) or otherwise approved in writing by Landlord, (w) payments to Tenant or any affiliates of Tenant, (x) Tenant’s soft costs or the purchase of any furniture, personal property or other non-building system equipment, (y) costs resulting from any default by Tenant of its obligations under this Lease or (z) costs that are recoverable by Xxxxxx from a third party (e.g., insurers, warrantors, or tortfeasors). Notwithstanding the foregoing to the contrary, Tenant may apply up to fifteen percent (15%) of the TI Allowance toward the costs of Tenant’s architectural, engineering, and project management fees, and equipment related to the initial occupancy of the Premises. In no event shall any unused TI Allowance entitle Tenant to a credit against Rent next payable under this Lease. In addition, Landlord shall provide an allowance of $200,000 to be used towards the construction by Landlord of up to two loading dock doors that directly serve the Premises, it being agreed that any such loading dock(s) shall be exclusive to Tenant and shall be deemed to be included in the definition of Premises for all purposes hereunder. The design and location of such dock doors will be permitted by based on a mutually agreed upon plan as part of the Landlord Work. 4.2.1 In addition, Tenant shall have the one-time irrevocable option, exercisable upon written notice (“Additional Allowance Notice”) to enter Landlord no later than December 31, 2022, to (i) amortize up to an additional twenty dollars ($20.00) per RSF (“Additional Allowance”) over the Premises in accordance with Schedule B for the purpose Term at a rate of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment8%, provided and/or (aii) Tenant shall have obtained Landlord's approval the option to convert Free Rent (as defined in Article 8) to be utilized as additional Tenant Improvement Allowance up to an amount equivalent to twenty dollars ($20.00) per RSF (provided, however, that such election to convert Free Rent shall have no effect on the Term of this Lease, which Term shall remain approximately one hundred twenty-eight (128) months from the plans Term Commencement Date). If Tenant does not timely deliver the Additional Allowance Notice to Landlord by December 31, 2022, then Tenant will be considered to have elected not to exercise the options provided in this Section 4.2.1, and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord no further right to exercise the policies or certificates of insurance required options provided in Sections 13.3this Section 4.2.1. 4.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not Prior to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of entering upon the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those furnish to Landlord a certificate reasonably satisfactory to Landlord evidencing that insurance coverages required of Tenant under the provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesArticle 23 are in effect.

Tenant's Improvements. Prior Landlord agrees to deposit $500,000.00 into an --------------------- escrow account to be established with Landlord's lender in Wichita, Kansas, on or before thirty (30) days following execution of this Lease, which funds shall accrue interest and shall be utilized to pay the costs of constructing Tenant's leasehold improvements (which improvements may in addition to more typical leasehold improvements include, in Tenant's discretion, cabling for telephone and computer equipment, a backup generator, an uninterrupted power source, and maintaining and replacing capital items ("Capital Expenses")) and leasehold improvements for sublessees to occupy the Premises prior to November 30, 2007. If such funds are not timely deposited by Landlord, Tenant shall have the right to terminate this Lease. Landlord, Tenant and Landlord's lender shall enter into an escrow/disbursement agreement providing the mechanism for disbursement by such lender of escrowed funds hereunder. Tenant shall make permanent leasehold improvements ("Improvements") to the commencement Premises for the purposes of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all Tenant's leasehold improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such for leasehold improvements not later than ten (10) days prior to for the Grand Opening Date with respect to the exterior benefit of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter sublessees occupying the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the outlined plans and specifications for such work("Outline Specifications") to be prepared by Tenant and submitted to and approved by Landlord, (b) Tenant which approval shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies not be unreasonably withheld or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activitiesdelayed. Tenant shall maintain cause the Premises Improvements to be constructed in a clean good and orderly condition during workmanlike manner and in accordance with all governmental laws, rules and regulations in existence at the time of construction. Tenant shall from time to time provide copies of invoices, along with lien waivers, for construction service and merchandising. All trash which may accumulate materials acquired in connection with the Improvements to Landlord and Landlord's lender. Within thirty (30) days after the submittal of invoices by Tenant's construction activities , but not more frequently than once a calendar month, lender shall be deposited daily in dumpsters, provided pay to Tenant out of the escrow established by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D aggregate sum of Schedule B. All trash which may accumulate invoices received by lender in connection with Tenant's merchandising activities shall be contained within Improvements. In the Premises and deposited daily outside event the storefront total costs of the Premises. Landlord will remove such trash as more particularly described in Sections C Improvements and D of Schedule B. During such construction and merchandising periodCapital Expenses exceed $500,000, plus accrued interest thereon, Tenant shall perform all duties promptly pay the same in full; and obligations imposed in the event the total costs are less than $500,000, plus accrued interest thereon, the difference shall be returned to Landlord by this Leaselender, includingtogether with the interest thereon. During the course of construction of the Improvements, Tenant is authorized to make such changes in the Outline Specifications as may be necessary or proper in order to comply with applicable building codes, without limitationthe written consent of Landlord, those provisions relating so long as such changes do not materially, adversely affect the appearance, structure or intended use of the Improvements. Any other changes to insurance and indemnification, saving and excepting only such Outline Specifications shall require the obligation to pay Rental (other than any Additional Rental due Landlord by reason prior approval of Tenant's failure to perform any of its obligations hereunder)Landlord, which obligation consent shall commence when the Term commencesnot be unreasonably withheld or delayed.

Tenant's Improvements. Prior Any structural alterations or improvements or any non-structural improvements or alterations costing more than $500,000 shall require Landlord's consent, which consent shall not be unreasonably withheld. Xxxxxxxx's consent shall be automatically granted if Landlord does not respond to Xxxxxx's request within 15 days after receipt by Landlord of notice and submission of preliminary plans and specifications from Tenant. Subject to the preceding sentence, during the full Term of this Lease, Tenant shall have the right, at any time during the Tenn, and from time to time, at its own cost and sole expense and liability to place or install within the Leased Premises, such non-structural Leasehold improvements as it shall desire provided that such improvements do not diminish the market value of the Premises. Unless expressly released by Landlord in writing, all such improvements shall be and remain, at the time of expiration or other termination of this Lease, the property of Landlord without payment or offset unless such improvements are not permanently attached to the Leased Premises. No such installation or construction by Tenant shall violate any lawful rule or regulation, plat or zoning construction or other law, ordinance or regulation applicable thereto, or any Covenant Documents, and all alterations and improvements shall be done and performed in good and workmanlike manner. All costs of any such improvements shall be paid by Tenant and Tenant shall allow no liens for labor or materials to attach to the Leased Premises by virtue thereof. Tenant shall submit drawings and specifications of all alterations and improvements .to Landlord prior to commencement of work and as- built plans promptly after completion thereof. Tenant shall give Landlord not less than ten (10) days notice prior to the commencement of any work in, on or about the Leased Premises and Landlord shall have the right to post notices of non-responsibility in or on the Leased Premises as provided by law. Landlord may require that Tenant remove any or all alterations, improvements or additions made by Tenant to the Leased Premises at the expiration of the Term and restore the Leased Premises to its prior condition. In no event will any alteration or improvement reduce the square footage of the Building located on the Leased Premises. Any alterations, improvements and additions in, or about the Leased Premises that Tenant desires to make and which require the consent of Landlord shall be presented to Landlord in written form, with proposed detailed plans. If Landlord shall consent, the consent shall be deemed conditioned upon Tenant acquiring a permit to do so from appropriate governmental agencies, the furnishing of a copy thereof to Landlord prior to the commencement of the Termwork and the compliance by Tenant of all conditions of said permit in a prompt and expeditious manner. Tenant shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Tenant at, or for use in the Leased Premises, which claims are or may be secured by any mechanic's or materialmen's lien against the Leased Premises or any interest therein. If Tenant shall, in good faith, contest the validity of any such lien, claim or demand, then Tenant shall, at its sole cost expense defend itself and expenseLandlord against the same and shall post any necessary bond or obtain a title insurance indemnity over, (a) promptly initiate if reasonably required by Landlord, and diligently pursue shall pay and satisfy any such adverse judgment that may be rendered thereon before the design of all improvements and other work enforcement thereof against Landlord or the Leased Premises. In addition, Landlord may require Tenant to be performed by it pursuant to Schedule B on a schedule which in pay Landlord's reasonable judgment will permit Tenant to complete attorneys' fees and costs in participating in such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) action if Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth decide it is in Section D of Schedule B. Tenant's activities shall be conducted so as not its best interest to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesdo so.

Tenant's Improvements. Prior (a) Tenant agrees that it will not undertake any structural alterations of any of the improvements, or any part thereof, now or hereafter erected upon the Leased Premises, or construct any new structures or improvements upon the Leased Premises or make any other alterations which would materially change the character of the existing improvements or which would weaken or impair the structural integrity or lessen the value of the existing improvements, without the prior written consent of Landlord, which consent of Landlord may be withheld in Landlord’s reasonable discretion, and shall not be delayed by more than ten (10) business days after Tenant’s written request therefor, which request shall state with particularity the proposed work which is the subject of such request. Tenant shall give Landlord notice of any alteration, addition, enlargement or improvement and copies of plans and specifications therefor prior to commencing any work thereon. (b) Subject to the limitation contained in the foregoing Section 6(a), Tenant may, at any time during the term of this Lease, at Tenant’s own cost and expense make or permit to be made any alteration, change or addition of, in, or to the Leased Premises or any part thereof or any building or improvement which may hereafter be erected thereon, subject, however, to the following conditions, each of which must be fully observed and performed by Tenant before the commencement of any work whatsoever: (i) That there is no existing and unremedied default on the Termpart of Tenant, of which Tenant has received notice, under the terms, covenants and conditions herein on the part of Tenant to be observed and performed. (ii) That Tenant shall covenant that the same shall be performed with diligence and in a first-class, workmanlike manner. (iii) That neither the interest of the Landlord nor the interest of the holder of the Deed of Trust nor the Leased Premises nor any building in or improvement on, under, or above the Leased Premises shall then be the subject of any charge, liability, claim, or lien of whatsoever kind or nature by reason of work undertaken by Tenant. (iv) That if under the provisions of any insurance policies required to be provided and maintained hereunder, any consent to any alteration, change or addition by the insurers therein shall be required to continue and keep such policies in full force and effect, Tenant shall obtain such consents and pay any premiums or charges that may be incurred therefor. (v) Tenant shall covenant that in the alteration of the then existing structures and/or the construction of any new building, it will comply with all applicable requirements of the Building Code of the County and with all other applicable laws, ordinances, rules and regulations of all governmental authorities having jurisdiction thereof and of the local Board of Fire Underwriters or of any similar body. (vi) Tenant shall procure all necessary permits for the alteration of the then existing structures and for the construction of the new improvements and shall deliver to Landlord a certificate of occupancy when required by law, as a condition precedent to the use of the improvements for their designated purpose. Upon completion of any new structural improvements, Tenant shall deliver to Landlord a set of the “as built” plans. (vii) All such work shall be done, at Tenant’s option, by Landlord or by contractors approved by Landlord, which approval shall not be unreasonably withheld conditioned or delayed. Notwithstanding the foregoing, Tenant understands that, in the event the work is not performed by Landlord or its agents, such work shall nevertheless be performed under the general review of Landlord or its agent to assure standard quality improvements on the Real Property for which Landlord or such agent shall be paid a fee in accordance with Section l(c) above. (c) All such work, other than movable furniture or trade fixtures or other items specifically designated at the time Landlord approves such work, done by Tenant upon the Leased Premises, shall be the property of the Landlord at the termination of this Lease; provided, however, that Landlord may require Tenant, only at the time Landlord approves such work, to remove all or any part of said work at the expiration of this Lease, in which event such removal shall be done at Tenant’s sole cost and expense. Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior repair any damage to the Grand Opening Date with respect to Leased Premises and/or the exterior of Building caused by such removal or by the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction removal of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4personalty., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior Tenant has delivered to Landlord for general review and general approval a set of preliminary plans described on Exhibit “B-1” for the Tenant Improvements, and outline specifications described on Exhibit “B-2” for Tenant Improvements (collectively, the “Preliminary Documents”). On or before fifteen (15) days after the later of the date of this Lease or January 3, 2005, Tenant shall cause Tenant’s architect (“Tenant’s Architect”), at Tenant’s cost, to prepare, based upon the Preliminary Documents, and to deliver to Landlord, at least five (5) sets each of construction drawings of the Tenant Improvements and construction specifications of the Tenant Improvements (as may be modified, the “Tenant Construction Documents”) for review, pricing and approval in accordance with the procedure described below. Landlord may (but is not obligated to) make recommendations for changes to the commencement Tenant Construction Documents, and Tenant may likewise make changes to the Tenant Construction Documents. i. Within twelve (12) business days after Tenant’s Architect has delivered the Tenant Construction Documents to Landlord, Landlord shall obtain at least three (3) fixed price bids for the Tenant Improvements based upon the Tenant Construction Documents, one (1) of which bids shall be from Xxxxxx X. Xxxxxxx Associates Inc. The purpose of obtaining the bids is the selection of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant general contractor to complete such improvements not later than ten the Tenant Improvements for the Tenant Improvement Price (10defined below). ii. Within five (5) business days prior to after Landlord has obtained at least three (3) fixed price bids for the Grand Opening Date Tenant Improvements in accordance with respect to the exterior above procedure, Landlord shall send copies of the Premises bids and not later than seven contractors’ supporting materials to Tenant, and Landlord and Tenant shall discuss, evaluate, and possibly adjust the bids. Landlord shall then, on or about the end of such five (75) days prior to the Grand Opening Date with respect to the interior day period, notify Tenant of the Premisesgeneral contractor that Landlord has selected to complete Tenant’s Improvements, taking into account the general contractor’s experience, Landlord’s working relationship with the general contractor, the scope of the Tenant Improvements, the time required to complete the Tenant Improvements, and the amount of the Tenant Improvement Allowance. If Landlord does not select the lowest bidder, Landlord shall notify Tenant of the reasons for Landlord’s choice. The Tenant Improvement Price shall include Landlord’s construction supervision and management fee equal to two percent (b2%) promptly commence of the hard construction costs for supervising and diligently pursue managing the construction and completion installation of the PremisesTenant’s Improvements. The final fixed price, taking into account any Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipmentapproved change orders, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. the “Tenant shall maintain the Premises Improvement Price.” As used in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason term “Tenant Improvements” shall mean all of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when ’s work and improvements shown on the Term commencesTenant Construction Documents.

Tenant's Improvements. Prior to the commencement 1. Within ten (10) days after receipt of the Termwritten notice referred to in paragraph 4(b) hereof, Tenant shall, at its sole cost and expenseexpense commence and thereafter promptly complete all the work and other requirements imposed upon Tenant in Exhibit "D", (a) promptly initiate and diligently pursue all such items being herein referred to as "Tenant's Work"). In the design of all improvements and other event Landlord, or any person on Tenants behalf, shall perform any work to be performed by it pursuant to Schedule B on a schedule which or install any equipment included in LandlordTenant's reasonable judgment will permit Tenant to complete such improvements not later than ten Work, Tenant, within fifteen (1015) days after receipt of a xxxx therefor, shall pay to Landlord, as additional rent, a sum equal to all sums paid and costs incurred by Landlord in performing such work and/or installing such equipment plus administrative costs of Landlord in a sum equal to twenty percent (20%) of such sums and/or costs. Notwithstanding anything contained in this Paragraph 8(c) to the contrary, Landlord shall not be responsible or liable to Tenant, its agents, servants, employees, licensees, or contractors, or their respective agents, servants, employees, licensees or contractors, for any loss or damage to the property of such party occurring prior to the Grand Opening Date with respect or subsequent to the exterior commencement date of the Premises term unless and not later than seven (7) days prior solely to the Grand Opening Date with respect extent caused by the negligence of Landlord, or its agents, servants, or employees. 2. All labor and materials necessary to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and modification or completion of the PremisesTenant's Work shall be provided at the sole expense of Tenant. Notwithstanding the foregoing, however, Tenant will shall not do any work in or about the demised premises or make any alterations or additions thereto without the prior written consent of Landlord, which consent shall not be permitted by unreasonably withheld. All of Tenant's Work to which Landlord to enter the Premises consents shall be performed and installed at Tenant's sole cost and expense, in accordance with Schedule B plans and specifications prepared at Tenant's expense and approved by Landlord, and by contractors, subcontractors and suppliers of labor and material who shall in all instances be subject to Landlord's approval. During the continuance of Tenant's Work, Tenant shall maintain such insurance as Landlord may reasonably require for the purpose benefit of performing Landlord and such other parties as Landlord may designate. Tenant shall, upon request of the Landlord, furnish a guarantee by each of its obligations under Schedule B prime contractors and materialmen for the purpose benefit of installing its fixtures Landlord, Tenant and such other equipmentparties as Landlord may designate that all of Tenant's Work, provided (a) Tenant materials and equipment shall have obtained Landlord's approval of be in accordance with the plans and specifications as approved by Landlord and that such contractors or materialmen will, upon notice from Landlord or Tenant, promptly correct and repair at their own cost and expense any deficiency, defect, fault or imperfection of materials, equipment or workmanship which appears within one (1) year after completion of such work or installation. 3. None of the Tenant's Work at the demised premises shall be done by anyone other than Landlord except after the filing of a waiver of the right to file any lien therefor (commonly known as a "mechanics' and/or materialmen's lien") with Landlord, and the recording of the same, at Tenant's expense, with the Court of Common Pleas of Xxxxxxxxxx County, Pennsylvania, so as to constitute an effective waiver by anyone having a right to file such a lien. If any such lien is filed, Tenant shall, at its expense, cause such lien to be discharged or satisfied within 15 days after the filing thereof. 4. None of the Tenant's Work shall be performed or installed except by workmen and mechanics working in harmony with and not interfering with labor employed by Landlord, Landlord's mechanics or their contractors or by any other tenants of the building or their contractors. Any violation hereof shall permit Landlord to withdraw its prior consent to or permission for any such workwork or installation. 5. Any alterations, (b) improvements or additions made by Tenant shall have obtained a valid building permit for construction remain upon the demised premises at the expiration or earlier termination of its improvementsthis Lease and shall become the property of Landlord unless, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4.prior to such termination, and (d) Landlord shall have received full payment given Tenant written notice to remove the same, in which event Tenant shall remove such items as Landlord has designated in such notice and shall restore the demised premises to the same good order and condition in which they were at the time of delivery of possession to Tenant, normal wear and tear excepted. Should Tenant fail to do so, Landlord may do so and Tenant shall immediately upon presentment of a xxxx therefor by Landlord, pay to Landlord as additional rent the cost and expense thereof plus administrative costs of Landlord in a sum equal to twenty percent (20%) of such sums and/or costs as additional rent. 6. Upon the termination of this Lease, items such as desks, chairs, tables, counters, shelves, trade equipment and other normally easily removable items may be removed by Tenant. With any damage or injury to the demised premises resulting from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. such removal being repaired at Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activitiesexpense. Tenant shall maintain promptly restore the Premises premises to their original order and condition upon removal of such items. No such items shall be removed without the prior written consent of the Landlord if Tenant shall then be in a clean and orderly condition during construction and merchandisingdefault pursuant to the terms of this Lease. 7. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided other fixtures installed by or for Landlord Tenant in the Shopping Center Area demised premises, such as more particularly described lighting and plumbing fixtures, air-conditioning and heating equipment, built-in Sections C cabinets, display cases, shelving, desks and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities sinks and the like, shall not be contained within removed without the Premises and deposited daily outside the storefront prior written consent of the PremisesLandlord. Landlord will remove such trash as more particularly described in Sections C and D At the termination of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, all of such fixtures shall automatically become Landlord's property and shall remain upon and be surrendered with the demised premises as part thereof and without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than payment of any Additional Rental due Landlord further consideration by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesLandlord.

Tenant's Improvements. Prior Tenant shall make such non-structural improvements to the commencement of the Term, Tenant shall, Premises as it may deem necessary at its sole cost and expense. Tenant shall not make any alterations, (a) promptly initiate and diligently pursue the design of all decorations, installations, additions or improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, including but not limited to, the installation of any fixtures, amenities, equipment, appliances, or other apparatus, without Landlord’s prior written consent, and then only by contractors or mechanics employed or approved by Landlord. Landlord’s prior written consent shall not be unreasonably withheld; such reasonable standard shall be based on FDA GMP (bgood manufacturing practices) promptly commence and diligently pursue industry standards for associated research and development space; provided, however, Tenant shall make no alterations or improvements to the construction and completion Premises that impair or weaken the structural integrity of the PremisesBuilding. Tenant will All such work, alterations, decorations, installations, additions or improvements shall be permitted by done at Tenant’s sole expense and at such times and in such manner as Landlord may from time to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained time approve. Landlord's ’s consent to and/or approval of the Tenant’s plans and specifications for such workthe aforesaid improvements shall create no responsibility or liability on the part of Landlord for their completeness, (b) design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All alterations, decorations, installations, additions or improvements made by either of the parties hereto upon the Premises, except movable office furniture put in at the expense of Tenant shall have obtained a valid building permit for construction of its improvementsand other items as mutually agreed upon in writing, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere the property of Landlord and shall remain upon and be surrendered with Landlord's construction activities. Tenant shall maintain the Premises in a clean at the termination of this Lease without molestation or injury. Upon request by Landlord, Tenant, at Tenant’s expense, shall remove any and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided all special improvements to the Premises or Common Areas made by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D on behalf of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating supplemental HVAC and raised flooring. If Tenant fails to insurance remove any such items, Landlord shall have the right, but not the obligation, to remove and indemnificationdispose of such items, saving and excepting only restore the Premises accordingly and Tenant shall reimburse Landlord for the costs of such removal, disposal and restoration within thirty (30) days after receipt of an invoice therefore, together with interest at the Default Rate, which shall accrue from the date the costs were incurred by Landlord. Notwithstanding the foregoing, (a) if this Lease is terminated prior to the expiration of the First Renewal Term, Tenant shall reimburse Landlord for up to $150,000 of Landlord’s costs in restoring the specialty biotechnical alterations and improvements to the Premises and Tenant shall have no other restoration obligations, and (b) if this Lease is terminated on or after the end of the First Renewal Term, Tenant shall have no obligation to pay Rental (other than any Additional Rental due restore or to reimburse Landlord by reason for restoration of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesPremises.

Tenant's Improvements. Prior Except to the commencement extent that Landlord is responsible for making improvements to the Premises pursuant to Section 35 of the Termthis Lease, Tenant shall, shall have the right to make such non-structural improvements to the Premises as it may deem necessary at its sole cost and expense. Tenant shall not make any alterations, (a) promptly initiate and diligently pursue the design of all decorations, installations, additions or improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, including but not limited to, the installation of any fixtures, amenities, equipment, appliances, or other apparatus, the cost of which exceeds the greater of (1) Five Dollars ($5.00) per square foot of the area being altered and (b2) promptly commence $250,000 (increased by three percent (3%) each Lease Year), without Landlord’s prior written consent (such consent not to be unreasonably conditioned, delayed or withheld), and diligently pursue the construction and completion of the Premises. Tenant will be permitted then only by contractors or mechanics employed or reasonably approved by Landlord and provided that Landlord is given plans and CADD drawings for such alterations. All such work, alterations, decorations, installations, additions or improvements shall be done at Tenant’s sole expense and at such times and in such manner as Landlord may from time to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained time reasonably designate. Landlord's ’s consent to and/or approval of the Tenant’s plans and specifications for such workthe aforesaid improvements shall create no responsibility or liability on the part of Landlord for their completeness, (b) design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All alterations, decorations, installations, additions or improvements made by either of the parties hereto upon the Premises, except movable office furniture put in at the expense of Tenant shall have obtained a valid building permit for construction of its improvementsand other items as mutually agreed upon in writing, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere the property of Landlord and shall remain upon and be surrendered with Landlord's construction activities. Tenant shall maintain the Premises in a clean at the termination of this Lease without molestation or injury. Upon request by Landlord, Tenant, at Tenant’s expense, shall remove any and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided all special improvements to the Premises or Common Areas made by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D on behalf of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating supplemental HVAC and raised flooring. If Tenant fails to insurance remove any such items, Landlord shall have the right, but not the obligation, to remove and indemnificationdispose of such items, saving and excepting only restore the obligation Premises accordingly and Tenant shall reimburse Landlord for the costs of such removal, disposal and restoration within thirty (30) days after receipt of an invoice therefore, together with interest at the Default Rate if not paid within said 30 day period. Notwithstanding the foregoing, no work performed pursuant to pay Rental (other than any Additional Rental due Landlord Section 35 hereof shall be required to be removed by reason Tenant at the end of Tenant's failure to perform any the Term, except at Landlord’s option, internal stairwells constructed as part of its obligations hereunder), which obligation shall commence when the Term commencesTenant Improvements.

Tenant's Improvements. Prior to (a) With the commencement of Landlord's written approval, which shall not be unreasonably withheld, the Term, Tenant shallmay, at its sole cost and expense, make such additional improvements to the Demised Premises as it may consider necessary for its use thereof including installation of equipment such as a vault, 24 hour automated teller machine (a) promptly initiate ATM), and diligently pursue the design of all safe deposit boxes, such improvements and other work equipment installations, however, to be performed by it pursuant subject to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later the further provisions of this Section 3. (b) Not less than ten sixty (1060) days prior to April 1, 2000, Tenant will supply Landlord with working drawings detailing the Grand Opening Date with respect interior decorating scheme and/or any improvements and equipment installations that Tenant intends to effect prior to occupancy of the Demised Premises. Thereafter, Landlord shall have thirty (30) days within which to give or withhold its consent to the exterior of the Premises proposed decorating scheme and/or improvements and equipment installations, such consent not later than seven to be unnecessarily withheld. (7c) days prior Prior to the Grand Opening Date with respect Lease Commencement Date, Landlord shall permit Tenant access to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and building for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its any improvements, (c) Tenant shall have deposited with Landlord the policies furnishings, fixtures or certificates of insurance required in Sections 13.3. and 13.4equipment., and (d) Landlord shall have received full payment from Tenant for At the Opening Contribution and for those items set forth in Section D expiration or termination of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising periodthis Lease Agreement, Tenant shall perform return the Demised Premises to the Landlord and shall not remove any additions, improvements or alterations, including but not limited to, partitions, doorways, carpeting, wall covering, lighting fixtures, decorative trim or millwork, and built-in counters, bookcases, closets or other cabinet work, which thereupon become the property of Landlord. Notwithstanding anything to the contrary contained herein, Tenant shall be entitled to remove, at the termination of this Lease Agreement all duties moveable furniture and obligations imposed equipment provided by this LeaseTenant and, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure security equipment; safe and safe deposit boxes so long as such items are removed in a workmanlike manner and the Demised Premises are returned to perform any of its obligations hereunder), which obligation shall commence when the Term commencesLandlord with normal wear and tear expected.

Tenant's Improvements. Prior Landlord shall deliver possession of the Demised Premises to Tenant on or before the Projected Turnover Date. The date Landlord actually tenders possession of the Premises to Tenant is herein referred to as the “Turnover Date”. Subject to the commencement provisions of the TermSection 25.2 below, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other perform such work to as may be performed necessary or desired by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior improve the Demised Premises for occupancy, all subject to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose provisions of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, the provisions of Article 8 hereof. All work referred to in this subparagraph, which work is to be constructed within a period following the Turnover Date and prior to the Commencement Date, is hereinafter referred to as “Tenant’s Work”. Tenant shall have the right to retain its own general contractor for construction of the Tenant’s Work, which general contractor shall be subject to Landlord’s approval (which approval shall not be unreasonably withheld, conditioned or delayed as provided in Article 8 hereof). Without limitation of the foregoing, the parties agree that those general contractors listed on Exhibit E hereto shall be deemed acceptable to Landlord for purposes of this Section 25.1. Without limitation of the requirement of Article 8 hereof that plans and specifications shall be subject to Landlord’s approval, Tenant shall submit full and detailed architectural and engineering plans and specifications to Landlord for Landlord’s approval prior to the commencement of Tenant’s Work (which approval shall not be unreasonably withheld, conditioned or delayed, as provided in Article 8). In the event Tenant elects to employ an engineer designated by Landlord in the preparation of any portion of the plans, or for the performance of any portion of Tenant’s Work, Tenant shall employ and be responsible for all fees of said engineer in preparing the plans or portion thereof and for any portion of Tenant’s Work performed by said engineer. In the event Tenant has elected not to employ Landlord’s designated engineer in the preparation of the plans, Landlord reserves the right to have the plans reviewed by Landlord’s designated engineer (limited to structural, MEP and life/fire safety engineering review), and Tenant shall pay or reimburse Landlord, within thirty (30) days following Landlord’s demand, for the actual out-of-pocket cost and expense incurred by Landlord relative to such engineering review (the “Engineer Review Costs”). Landlord’s approval shall be required of engineering plans and specifications, whether prepared by Landlord’s designated engineer or another engineer. Landlord shall not charge Tenant any supervisory or coordination fee in connection with the Tenant’s Work; and except for payment of Engineer Review Costs, if applicable, as provided above, Landlord shall not be entitled to payment of any other “Out-of-Pocket Costs” (as defined in Section 8.2 above) in connection with the Tenant’s Work, notwithstanding the terms of Article 8 to the contrary. Tenant shall not permit noise from construction of Tenant’s Work to unreasonably or materially disturb other tenants in the Building. Tenant’s Work which does so disturb other tenants shall be performed after regular working hours. Any entry upon the Demised Premises by Tenant or its representatives prior to the Commencement Date hereof in order to perform Tenant’s Work hereunder shall be subject to all of the terms and provisions relating to insurance and indemnificationof this Lease, saving and excepting only the obligation except that Tenant shall not be obligated to pay Rental (other than Fixed Rent or Tenant’s Expense Charge for any Additional Rental due such period prior to said Commencement Date. In addition, during normal construction hours for the duration of the phased construction of the Tenant’s Work, fixturing and move-in period, Tenant shall be allowed to use, at no cost to Tenant, the freight elevator in the Building for the purposes of moving materials, equipment and personnel to the Demised Premises. Landlord by reason of shall use all reasonable efforts to make the freight elevator available to Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesTenant’s general contractor and Tenant’s sub-contractors on a non-exclusive basis during normal business hours.

Tenant's Improvements. Prior (a) Tenant's obligations with respect to the commencement improvements necessary to make the Premises ready for Tenant's use and occupancy shall be as set forth in the Work Agreement. Both as to such work, if any, by Tenant pursuant to the Work Agreement and as to any Improvements (as hereinafter defined) thereafter, Tenant and Tenant's contractors shall abide by Landlord's "Contractor Rules and Regulations" attached hereto as Exhibit E and any reasonable modifications thereto by Landlord. (b) Except for the work, if any, to be performed by Tenant pursuant to the Work Agreement (as to which the Work Agreement shall be controlling), Tenant will not make or permit anyone to make any alterations, decorations, additions, or improvements (hereinafter referred to collectively as "Improvements"), structural or otherwise, in or to the Premises or the Building without the prior written consent of Landlord; provided, however, that Tenant may make cosmetic alterations, such as recarpeting and repairing, not costing more than Fifteen Thousand Dollars ($15,000) for any individual cosmetic alterations (or series of contemporaneous cosmetic alterations) without the necessity of obtaining Landlord's consent. When granting its consent, Landlord may impose any conditions it deems appropriate, including without limitation, the approval of plans and specifications, approval of the Termcontractor or other persons to perform the work, and the obtaining of a performance bond in an amount specified by Landlord and specified insurance. All Improvements permitted by Landlord must conform to all rules and regulations established from time to time by the Board of Fire Underwriters having jurisdiction or any similar body exercising similar functions, and to all laws, statutes, ordinances, codes, rules, regulations, and requirements of the Federal and/or District of Columbia governments. (c) As a condition precedent to such written consent of Landlord, Tenant shallagrees to obtain and deliver to Landlord written, unconditional waivers of mechanic's and materialmen's liens against the Building and the Land from all work, labor, and services to be performed and materials to be furnished in connection with Improvements. It is further understood and agreed that any Improvements, other than those made by Landlord directly, shall be conducted on behalf of Tenant and not on behalf of Landlord, and that Tenant shall not be deemed to be the agent of Landlord. It is further understood and agreed that in the event Landlord shall give its written consent to the making of any Improvements, such written consent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises, or any leasehold or other interest of Tenant in the Premises, the Building or the Land, to any mechanic's or materialmen's liens which may be filed in connection therewith. If, notwithstanding the foregoing, any mechanic's or materialmen's lien is filed against the Premises, Tenant's interest therein, the Building, and/or the Land for work claimed to have been done for, or materials claimed to have been furnished to, the Premises or to Tenant, such lien shall be discharged by Tenant within fifteen (15) days after notice, at its Tenant's sole cost and expense, by the payment thereof or by the filing of a bond. If Tenant shall fail to discharge any such mechanic's or materialmen's lien, Landlord may, at its sole option, discharge such lien and treat the cost thereof (aincluding attorney's fees incurred in connection therewith) promptly initiate and diligently pursue as additional rent payable with the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete next fixed monthly rent payment falling due. It is expressly agreed that such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted discharge by Landlord shall not be deemed to enter waive or release the Premises default of Tenant in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for not discharging such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4lien., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior Except to the commencement extent that Landlord is responsible for making improvements to the Premises pursuant to Section 35 of the Termthis Lease, Tenant shall, shall make such improvements to the Premises as it may deem necessary at its sole cost and expense. Tenant shall not make any alterations, (a) promptly initiate and diligently pursue the design of all decorations, installations, additions or improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue including but not limited to, the construction and completion installation of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other any permanent fixtures, amenities, equipment, provided (a) appliances, or other apparatus, without Landlord's prior written consent, such consent not to be unreasonably withheld, conditioned or delayed, and then only by contractors or mechanics employed or approved by Landlord, not to be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Tenant shall have obtained the right to make non-structural, cosmetic improvements in the Premises which cost less than $120,000 in any single instance, without obtaining Landlord's prior written consent, provided that Tenant notifies Landlord in advance of making such improvements. All such work, alterations, decorations, installations, additions or improvements shall be done at Tenant's sole expense and at such times and in such manner as Landlord may from time to time reasonably designate. Landlord's consent to and/or approval of the Tenant's plans and specifications for such workthe aforesaid improvements 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 alterations, decorations, installations, additions or improvements made by either of the parties hereto upon the Property and the Premises, except movable office furniture put in at the expense of Tenant, Tenant's Personalty (b) as defined below), trade fixtures, equipment, including hardware and systems and other components which may be removed without an adverse effect on Tenant's lease obligations and other items as mutually agreed upon in writing, shall be the property of Landlord and shall remain upon and be surrendered with the Premises at the termination of this Lease without molestation or injury. Notwithstanding anything herein to the contrary, Landlord agrees that Tenant shall have obtained a valid building permit for construction may alter and rearrange the non-structural portions of the Premises from time to time as may, in the reasonable opinion of Tenant, be necessary or convenient to the conduct of its improvementsbusiness. It is expressly agreed that Tenant may securely attach to the Premises, with screws or otherwise, such trade fixtures, equipment or other personal property (ccollectively, "Tenant's Personalty") Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant as may be convenient for the Opening Contribution conduct of its business, including, but not limited to, desks, counters, cabinetry, movable partitions, shelving, computer, photocopy and for those items set forth in Section D of Schedule B. word processing equipment, lighting fixtures, safes, uninterrupted power source equipment, cabling, generator, raised flooring, cable trays, movable millwork and appliances. Tenant's activities Personalty shall remain the property of Tenant and, shall be conducted so as not to unreasonably interfere with Landlord's construction activities. removed by Tenant shall maintain at, or prior to, the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront expiration of the Premises. Landlord will remove such trash as more particularly described Term of the Lease, in Sections C and D accordance with the provisions of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, includingprovided that Tenant restores the Premises to substantially the same condition as existed immediately prior to the installation of the Personalty, without limitationordinary wear and tear excepted. Notwithstanding the immediately preceding sentence, those provisions relating to insurance upon request by Landlord at the time of approving the plans and indemnificationspecifications, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant, at Tenant's failure to perform any expense, shall remove supplemental HVAC and raised flooring upon the termination of its obligations hereunder), which obligation shall commence when the Term commencesLease.

Tenant's Improvements. Prior Within ninety (90) days after execution of this Lease, Tenant shall submit for Landlord's approval (which shall not unreasonably be denied or delayed) preliminary plans ("Tenant's -------- Preliminary Plans") showing Tenant's proposed improvements ----------------- ("Tenant's Improvements") to the commencement of the Term, Tenant shall, at its sole cost Premises. If Landlord does not respond in writing and expense, in reasonable detail to Tenant's request for approval within fifteen (a15) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in days after Landlord's reasonable judgment will permit receipt thereof, then Landlord's approval shall be deemed given. Landlord shall assist and cooperate with Tenant in Tenant's efforts to complete such improvements not later than obtain approval of Tenant's Preliminary Plans (to the extent necessary) by all appropriate governmental agencies. Within ten (10) days prior to after (i) Tenant's Preliminary Plans have been approved by the Grand Opening Date with respect to the exterior appropriate governmental agencies, and (ii) Tenant has accepted possession of the Premises from Landlord, Tenant shall commence construction of Tenant's Improvements, which construction shall be completed diligently and not later than seven in substantial conformity with Tenant's Preliminary Plans and in compliance with Legal Requirements. Following completion of Tenant's Improvements, Tenant shall provide Landlord with a revised draft of Tenant's Preliminary Plans if any changes affecting structural or exterior elements of the Premises were made from the draft of Tenant's Preliminary Plans originally approved by Landlord; provided, however, no such structural or exterior changes shall be made without Landlord's prior written approval (7) days prior to the Grand Opening Date with respect to the interior extent required hereby), which Landlord shall not unreasonably withhold, delay or condition. All of Tenant's Improvements shall become part of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval no obligation to remove the same upon the expiration or termination of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior to The improvements which shall be considered --------------------- "standard" and will be furnished by Landlord at Landlord's sole expense are set forth and described in Exhibit C, which is attached hereto. Landlord will provide Tenant with a "Tenant Improvement Allowance" of Twenty-Six Dollars ($26.00) per rentable square foot of space leased by Tenant for the commencement installation of Tenant's improvements (collectively, the "Tenant Improvements"). The installation of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to Improvements shall be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing Tenant Improvement Agreement attached hereto as Exhibit D. If Tenant desires to have additional interior improvements constructed in its obligations under Schedule B and for the purpose of installing Premises, it may do so at its fixtures and other equipment, provided (a) Tenant own expense. Landlord shall have obtained Landlord's approval of the right to approve all plans and specifications for said work in advance, and such workapproval shall be in writing and in advance of any Tenant work and shall not be unreasonably withheld, (b) Tenant's current typical branch design being presumed to be acceptable. Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required right to designate the architect and engineer to be used in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. performing Tenant's activities shall be conducted so as not work, subject to unreasonably interfere with Landlord's construction activitiesreasonable right to approve said architect and engineer. It is expressly understood that Tenant shall maintain the Premises will be responsible for all costs of Tenant Improvements in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront excess of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Leasetenant allowance, including, without limitation, those provisions relating to insurance a four lane drive through canopy and indemnificationequipment (but not the cost of curbs and asphalt (not concrete) paving consistent with the plans and specifications for the Building project which shall be paid by Landlord) and Tenant's signage on the south and west building facade, saving and excepting only Tenant's drive-in/ATM directional sign near the obligation to pay Rental (other than any Additional Rental due Landlord by reason east end of the Building, and the cost of Tenant's failure sign on the ground monument sign, all in sizes and styles to perform any of its obligations hereunder), which obligation shall commence when the Term commencesbe mutually agreed by Landlord and Tenant.

Tenant's Improvements. Prior to (a) After the commencement of the TermExpansion Premises Delivery Date, Tenant shallagrees to perform, at its sole cost and expense, the following construction work (ahereafter "Tenant's Improvements"): (i) promptly initiate Install building standard carpet and diligently pursue paint; (ii) remove existing demising wall within the design Expansion Premises; and (iii) Tenant shall connect all electrical circuitry for the Expansion Premises to the electric meter presently servicing the Original Premises. Upon expiration of all improvements the Expansion Premises Term, at Landlord's option, Landlord may require Tenant to reconnect the electrical service for the Expansion Premises to the Building's electric meter. (b) Tenant's Improvements shall be constructed with the Landlord's contractor and other consultants and shall be directly supervised by Landlord's Project Manager. In consideration of the supervisory, logistical and review work to be performed by it pursuant Landlord in connection with Tenant's Improvements, Tenant agrees to Schedule B on pay Landlord a schedule which in Landlord's reasonable judgment will permit Tenant "Coordination Fee" equal to complete such improvements not later than $2,654.00. Such coordination fee shall be paid within ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted billing by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, . (c) Tenant shall have deposited contract directly with Landlord the policies or certificates of insurance required in Sections 13.3. Landlord's contractor and 13.4consultants to construct Tenant's Improvement., and (d) Tenant acknowledges that Landlord shall have received full payment from Tenant has established procedures for relations with the Opening Contribution Building and for those items set forth in Section D Planning Departments of Schedule B. the City and County of San Francisco and that Tenant, Tenant's activities representatives, architects, or agents shall not contact any representatives of the City and County of San Francisco without the presence of Landlord's representative to assure consistency of treatment of the Building and its tenants by such governmental agencies. Any such contact by Tenant's representatives in contravention of this provision which causes an alteration in governmental treatment of the Building which results in additional costs to the Building or any tenant therein, shall be conducted so as not borne by the Tenant. (e) Subject to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D provisions of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising periodparagraph 1.3(d), Tenant shall perform be solely responsible for obtaining all duties necessary governmental approvals and obligations imposed permits (including but not limited to the approval of the San Francisco City Planning Department) required to commence and complete the Tenant's Improvements after obtaining the prior approval of Landlord before making any submittal to any governmental agency for permit, which approval of Landlord shall not be unreasonably withheld; and immediately upon receipt thereof, Tenant shall deliver copies of all such approvals and permits to Landlord. (f) Except as expressly set forth to the contrary in the Lease with respect to Code Compliance, it shall be Tenant's sole responsibility to satisfy all applicable building code requirements and governmental rules and regulations concerning the design and construction of the Tenant's Improvements. Tenant acknowledges that applying for necessary governmental approvals and permits may, as a consequence, require Tenant to construct improvements beyond those contemplated in Section 1.3(a). Tenant, at its sole cost and expense, shall construct any and all improvements, charges and alterations required by this Lease, governmental authorities by reason of applying for governmental permits or actually constructing Tenant's Improvements including, without limitation, those provisions relating to insurance and indemnificationLife Safety review compliance, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder)ADA, which obligation shall commence when the Term commencesetc.

Tenant's Improvements. Prior Subject to the commencement terms of any Underlying Mortgage (as defined in Section 34 hereof), any structural alterations or improvements or any non- structural improvements or alterations costing more than Three Hundred Thousand and No/100 Dollars ($300,000.00) shall require Landlord's consent, which consent shall not be unreasonably withheld. Landlord's consent shall be automatically granted if Landlord does not respond to Tenant's request within thirty (30) days after notice and submission of 'preliminary plans and specifications from Tenant. Subject to the preceding sentence and the terms of any Underlying Mortgage, during the full Term of this Lease, Tenant shall have the right, at any time during the Term, Tenant shalland from time to time, at its sole own cost and expensesole expense and liability to place or install within the Leased Premises, (a) promptly initiate such nonstructural leasehold improvements as it shall desire. Unless expressly released by Landlord in writing, all such improvements shall be and diligently pursue remain, at the design time of expiration or other termination of this Lease, the property of Landlord without payment or offset unless such improvements are not attached to the Premises. NO such installation or construction by Tenant shall violate any lawful rule or regulation, plat or zoning construction or other law, ordinance or regulation applicable thereto, and all alterations and improvements shall be done and performed in good and workmanlike manner. All costs of any such improvements shall be paid by. Tenant and Tenant shall allow no liens for labor or materials toattach to the Leased Premises by virtue thereof. Tenant shall submit drawings an& specifications of all alterations and improvements to Landlord costing more than One Hundred Thousand and other work to be performed by it pursuant to Schedule B on a schedule which in No/100 Dollars ($100,000.00) for Landlord's reasonable judgment will permit approval at least thirty (30) days prior to commencement of work, which approval shall not be unreasonably withheld. Landlord's approval of the same shall be automatically granted if Landlord does not comment on the same within said-thirty (30) day period. Tenant to complete such improvements shall give Landlord not later less than ten (10) days notice prior to , the commencement of any work in, on or about the Leased Premises and Landlord shall have the right to post notices of non-responsibility in or on the Leased Premises as provided by law. Landlord may require that Tenant remove any or all alterations, improvements or additions made by Tenant to the Leased Premises at the expiration of the Term and restore the Leased Premises to its prior condition. Any alterations, improvements and additions in, or about the Leased Premises that Tenant desires to make, or which require the consent of Landlord or which require approval by Landlord of the drawings or specifications therefor, shall be presented to Landlord in written form, with proposed detailed plans. If Landlord shall consent to the alterations, improvements and additions or approve of the drawings and specifications, as the case may be, the consent or approval shall be deemed conditioned upon Tenant acquiring a permit to do so from appropriate governmental agencies, the furnishing of a. copy thereof to Landlord prior to the Grand Opening Date with respect to the exterior commencement of the Premises work and not later than seven (7) days prior to the Grand Opening Date with respect to the interior compliance by Tenant of the Premises, all conditions of said permit in a prompt and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activitiesexpeditious manner. Tenant shall maintain pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Tenant at, or for use in the Leased Premises, which claims are or may be secured by any mechanic's or materialmen's lien against the Leased Premises or any interest therein. To the extent that any alterations, improvements or additions result in the removal from the Building of any building components having salvage value and such components have not been replaced with components having equal or greater value, such salvage value shall paid to Landlord. Any and all alterations, improvements or additions to the Building shall be performed in a clean good and orderly condition during construction safe workmanlike manner; shall have all necessary approvals, permits and merchandisinglicenses required by any governing body; and Tenant. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpstershold Landlord harmless from any and all costs, provided expenses, attorney fees, fines, penalties, judgments, or other sums resulting out of any such alterations, improvements or additions by way of citations for codes violations or for Landlord in other violations of regulations or laws governing the Shopping Center Area as more particularly described in Sections C Building and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Leased Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. 7.1. --------------------------- Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all leasehold improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such leasehold improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (ai) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (bii) Tenant shall have obtained a valid building permit for construction of its leasehold improvements, (ciii) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., Article XIII and (div) Landlord shall have received full payment from Tenant for the Grand Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction and merchandising activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.. Landlord's work is limited to that work specified in Schedule B and Tenant shall be required to make all leasehold improvements to the Premises in accordance with Tenant's approved plans, except those which Landlord is specifically required to make under Schedule B.

Tenant's Improvements. Prior As to any Improvements (as hereinafter defined), Tenant and Tenant’s contractors shall abide by Landlord’s “Contractor Rules and Regulations” attached hereto as EXHIBIT E and any modifications therein by Landlord. Landlord agrees to provide Tenant an improvement allowance in the amount of One Hundred One Thousand Three Hundred Fifty-Five and No/100 Dollars ($101,355.00) (the “Allowance”). Landlord shall make disbursements of the Allowance directly to Tenant’s Contractors upon presentation of invoices for completed work. Landlord shall have the right to require mechanics lien waivers from Tenant’s Contractors prior to distribution of the Allowance. Notwithstanding the foregoing, Tenant shall not make or permit anyone to make any alterations, decorations, additions, or improvements (hereinafter referred to collectively as “Improvements”), structural or otherwise, in or to the commencement Premises or the Building without the prior written consent of Landlord, which consent may not be unreasonably withheld, conditioned, or delayed. When granting its consent, Landlord may impose reasonable conditions, including without limitation, the approval of plans and specifications, approval of the Termcontractor or other persons to perform the work, and the obtaining of a performance bond in an amount specified by Landlord and specified insurance. All Improvements permitted by Landlord must conform to all rules and regulations established from time to time by the Board of Fire Underwriters having jurisdiction or any similar body exercising similar functions, and to all laws, regulations, and requirements of the Federal and/or District of Columbia governments. As a condition precedent to such written consent of Landlord, Tenant shallagrees to obtain and deliver to Landlord written, unconditional waivers of mechanic’s and materialmen’s liens against the Building and the Land upon which it is situated from all work, labor, and services to be performed and materials to be furnished in connection with Improvements to the Premises. If, notwithstanding the foregoing, any mechanic’s or materialmen’s lien is filed against the Premises, Tenant’s interest therein, the Building, and/or the Land upon which it is situated for work claimed to have been done for, or materials claimed to have been furnished to, the Premises or to Tenant, such lien shall be discharged by Tenant within five (5) days after notice, at its Tenant’s sole cost and expense, by the payment thereof or by the filing of a bond. If Tenant shall fail to discharge any such mechanic’s or materialmen’s lien, Landlord may, at its sole option, discharge such lien and treat the cost thereof (aincluding attorneys’ fees incurred in connection therewith) promptly initiate as additional rent payable with the next fixed monthly rent payment falling due. It is expressly agreed that such discharge by Landlord shall not be deemed to waive or release the default of Tenant in not discharging such lien. It is further understood and diligently pursue the design of all improvements and other work agreed that any alterations, decorations, additions, or Improvements to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, other than those made by Landlord directly, shall be conducted on behalf of Tenant and (b) promptly commence not on behalf of Landlord, and diligently pursue that Tenant shall not be deemed to be the construction agent of Landlord. It is further understood and completion agreed that in the event Landlord shall give its written consent to the making of any Improvements to the Premises. Tenant will , such written consent shall not be permitted deemed to be an agreement or consent by Landlord to enter subject its interest in the Premises Premises, any leasehold or other interest of Tenant in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for Premises, the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of Building or the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies Land upon which it is situated to any mechanic’s or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash materialmen’s liens which may accumulate be filed in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencestherewith.

Tenant's Improvements. Prior Aside from those improvements governed by the Work Letter, Tenant shall not make any alterations or additions to the Premises without first having obtained Landlord's express written consent thereto, which consent may be withheld by Landlord in its sole and absolute discretion with respect to structural alterations and structural additions, or alterations or additions which might adversely affect the Building Systems, but Landlord's written consent shall not be unreasonably withheld with respect to additions in the nature of decorations. Without limitation, Landlord shall not be deemed unreasonable for withholding approval of any alterations or additions which would require unusual expense to readapt the Premises to normal office use upon termination of this Lease. At Landlord's election made at the time of plan approval, as a condition to the granting of its consent to any alterations or additions, Landlord may require that Tenant remove at the expiration or earlier termination of this Lease any or all such alterations which would require unusual expense to readapt the Premises for normal office use upon the termination of this Lease, at Tenant's sole cost and expense and restore the Premises to their condition existing prior to such alterations or additions. All such allowed alterations and additions shall be performed in such a manner as to maintain harmonious labor relations, in a good and workxxx-xxxe manner by contractors reasonably approved by Landlord, at Tenant's sole cost and expense and except for work done by or through Landlord, Tenant before its work is started shall secure all licenses and permits necessary therefor (with copies of such licenses and permits delivered to Landlord), including a Certificate of Occupancy after completion; deliver to Landlord a good-faith estimate of the cost of all labor and material to be furnished by the approved contractors; and cause each contractor, including Tenant if Tenant intends to perform its own work, to carry workmen's compensation insurance in statutory amounts covering all the contractor's and subcontractor's employees and comprehensive public liability insurance with such limits as Landlord may reasonably require, but in no event less than $2,000,000.00, and property damage insurance with limits of not less than $2,000,000.00 during the performance of Tenant's work, copies of any such insurance policies will be provided to Landlord and any mortgagee of Landlord, naming Landlord and any mortgagees of Landlord as additional insureds under such coverage (all such insurance to be written in companies reasonably approved by Landlord and insuring Landlord and Tenant as well as the contractors); however, such requirements shall not effect Tenant's insurance obligations hereunder. All work of Tenant's contractors shall be in accordance with and shall comply with any and all applicable federal, state, regional, county, municipal and other laws and regulations, including without limitation, the ADA. Tenant covenants that its contractor will pay for all labor and materials utilized in the performance of this work, will keep the Building free of liens, and, prior to the commencement of any work, to the Termextent allowable by law, shall deliver to Landlord, in recordable form, executed lien waivers from all such contractors, subcontractors, and materialmen. All work done by Tenant, its agents, employees or independent contractors shall be done in compliance with all Legal Requirements and Insurance Requirements, and shall be consistent with the quality, character and aesthetics of the Building. Landlord may inspect such work at any time or times. In the event Tenant shall, at wishes to commence its sole cost and expense, (a) promptly initiate and diligently pursue work in the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days Premises prior to the Grand Opening Date with respect to completion of Landlord's work under the exterior Work Letter, Tenant hereby acknowledges and agrees that it shall: (i) deliver evidence of the Premises and not later than seven required insurance to Landlord; (7ii) days prior to deliver the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction name of its improvements, pre-approved general contractor to Landlord; (ciii) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain work in the Premises in a clean Premises; (iv) report and orderly condition during construction at all times be subordinate to Landlord's general contractor while on the Premises; and merchandising. All trash which may accumulate in connection with (v) indemnify and hold Landlord harmless for any and all delays, loss, cost or damage caused directly or indirectly by Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord commencing such work in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior At the expiry or sooner determination of the Lease, the Tenant may, and must if the Landlord requires the Tenant by written notice to do so, remove the Tenant's Improvements and/or property (whether in whole or in part) from the Premises, whereby the Tenant must continue to pay the Rent, the Outgoings and all other money payable under this Lease until it has removed the Tenant's Improvements and/or property from the Premises. If the Tenant, with the Landlord's consent, elects to leave the Tenant's Improvements and/or property (whether in whole or in part) on the Premises, the Tenant must deliver up the Tenant's Improvements and/or property in good repair and condition in accordance with the Tenant's obligations under this Lease. The Tenant must not cause or contribute to any damage to the commencement of the Term, Tenant shall, at its sole cost and expense, Premises (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlordnot including any Tenant's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior Improvements that form part of the Premises), and the Land or the Landlord’s property on the Land in the removal of the Tenant's Improvements. If the Tenant causes or contributes to any damage to the Premises (b) promptly commence and diligently pursue the construction and completion not including any Tenant's Improvements that form part of the Premises), the Land or the Landlord’s property on the Land in the removal of the Tenant's Improvements, the Tenant must make good the damage. If the Tenant will be permitted by fails to make good, the Landlord to enter may make good and clean the Premises in accordance with Schedule B at the Cost of and as agent for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval Tenant. When this Lease ends it will not prejudice or affect any rights or remedies of the plans Landlord against the Tenant in respect of any earlier breach by the Tenant of any Lease covenants and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4conditions., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior Except to the commencement extent that Landlord is responsible for making improvements to the Leased Premises pursuant to Section 1(b) of the Termthis Lease, Tenant shall, agrees that Landlord shall have no other obligations to make improvements or repairs (except as otherwise specifically set forth herein) and Tenant shall make all improvements to the Leased Premises at its sole cost and expense. However, Tenant shall not make any alterations (for purposes of this Section 9, “alterations” shall mean any structural alteration or any alteration affecting the mechanical, electrical, and/or plumbing system servicing the Leased Premises, or any other alteration, the cost of which exceeds $25,000), installation, additions or improvements to the Leased Premises, including, but not limited to, the installation of any fixtures, amenities, equipment, appliances, or other apparatus, without Landlord’s prior written consent, which will not be unreasonably withheld or delayed, and then only by contractors or mechanics approved by Landlord and pursuant to plans therefor approved by Landlord, such approvals not to be unreasonably withheld or delayed. All such contractors and/or mechanics shall provide to Landlord, at Landlord’s request, evidence of liability insurance carried with an insurance company reasonably acceptable to Landlord, pursuant to which the limits of liability shall be no less than $1,000,000.00 in respect to any one occurrence, and in respect to the aggregate, at least $2,500,000.00 in respect to the general aggregate limit of liability, which insurance shall name Landlord, Manekin, LLC, and any lender from time to time of Landlord (the “Lender”) (or others as may be reasonably requested by Landlord) as additional insureds. All such work shall be (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant Landlord, or a general contractor affiliated with Landlord, or (b) done under the general supervision of Landlord or its construction manager to Schedule B on assure standard quality improvements in the Building, for which Landlord or such construction manager shall be paid a schedule which in reasonable supervisory fee not to exceed three percent (3%) the total cost of such work. Tenant shall, upon Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date ’s request, provide lien waivers from any and all applicable contractors or mechanics with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premisesany such work. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for All such work, (b) alterations, installations, additions or improvements shall be done, in a good and workmanlike manner, at Tenant’s sole expense and at such times and in such manner as Landlord may from time to time reasonably designate. All alterations, installations, additions or improvements made by either of the parties hereto upon the Leased Premises, except movable office furniture, trade fixtures and information technology equipment put in at the expense of Tenant, shall be the property of Landlord and shall remain upon and be surrendered with the Leased Premises at the termination of this Lease without molestation or injury, reasonable wear and tear excepted; provided, however, that Landlord, at the time it approves such alterations, installations, additions or improvements, may elect to require Tenant to remove all or any part of said alterations, installations, additions or improvements at the expiration of this Lease, in which event such items shall have obtained a valid building permit for construction remain the property of Tenant and such removal shall be done at Tenant’s expense, and Tenant shall, at its expense, repair any damage to the Leased Premises and/or the Building caused by such removal or by the removal of its improvementspersonalty, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. reasonable wear and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activitiestear excepted. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with pay before delinquency any business, rent or other taxes or fees that are now or hereafter levied, assessed or imposed upon Tenant's construction activities shall be deposited daily in dumpsters, provided by ’s use or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront occupancy of the Leased Premises, the conduct of Tenant’s business at the Leased Premises, or Tenant’s equipment, fixtures, furnishings, inventory or personal property. If any such tax or fee is enacted or altered so that such tax or fee is levied against Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising periodor so that Landlord is responsible for collection or payment thereof, then Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only pay as additional rent the obligation to pay Rental (other than any Additional Rental due Landlord by reason amount of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencessuch tax or fee.

Tenant's Improvements. Prior Landlord and Tenant have approved Tenant’s Preliminary Space Plan attached as Exhibit FP. Based on such space plan, Landlord will prepare detailed plans (the “Tenant Improvement Plans”) for the construction of Tenant’s improvements in the Premises using Building standard materials and quantities (the “Tenant Improvements”) and promptly deliver the same to Tenant. Within five (5) business days after delivery of the Tenant Improvement Plans or any revision thereof to Tenant, Tenant, acting reasonably, shall either approve the same or request changes therein (any such requested changes shall be consistent with Exhibit FP and Building standard specifications). If Tenant requests changes therein, Landlord shall revise the Tenant Improvement Plans and promptly submit the revised Tenant Improvement Plans to Tenant for Tenant’s approval or disapproval as provided in the preceding sentence. Any changes to the commencement Tenant Improvement Plans requested by Tenant following Tenant’s approval of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to such plans shall be performed by Landlord at Tenant’s expense. Landlord’s general contractor shall obtain competitive bids from at least two subcontractors for each portion of the work (except for smaller portions of the work which Landlord or its general contractor determines appropriate not to bid) and shall award each such subcontract to the lowest bidder unless it pursuant has reasonable grounds to Schedule B on do otherwise. Except for installation of furniture, furnishings, movable equipment and the installation of telephone outlets (which must be performed by a schedule telephone company at Tenant’s direction and expense) and the installation of telephone, television and computer cabling (which must be installed and removed in accordance with Rules and Regulations) and except for changes to the approved Tenant Improvement Plans described above in this Section 3.2, all work described in the approved Tenant Improvement Plans shall be performed by Landlord's reasonable judgment ’s general contractor at Landlord’s expense. Tenant’s interior furnishings, i.e., specification, coordination, supply and installation of furniture, furnishings, telephone, computer and movable equipment, will be the responsibility of Tenant. Tenant’s installation of furnishings, and later changes or additions, shall be coordinated with any work being performed by Landlord in such manner as to maintain harmonious labor relations and so not to damage the Building or unreasonably interfere with Building operations. Tenant shall have access to the Premises during construction of the Tenant Improvements to permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior install its equipment when construction of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B Improvements has been sufficiently completed for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipmentTenant do so, provided (a) Tenant the same shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's ’s construction activitiesof the Tenant Improvements. The Tenant Improvements shall be part of the Building and shall not be removed, except that at the expiration of this Lease Tenant shall maintain remove such portions thereof as Landlord shall have specified at the Premises time of preparation of the Tenant Improvement Plans. Landlord agrees to use reasonable efforts to substantially complete construction of the Tenant Improvements as provided in this Article IV on or before the Commencement Date, which date shall, however, be extended for a clean and orderly condition during construction and merchandisingperiod equal to that of any delays in the substantial completion of the Tenant Improvements due to causes beyond Landlord’s reasonable control. All trash which may accumulate in connection with Tenant's construction activities The Tenant Improvements shall be deposited daily constructed in dumpstersaccordance with all applicable legal requirements. Upon substantial completion of the Tenant Improvements, provided by or for Landlord and Tenant shall prepare a punchlist of unfinished items. Landlord shall promptly complete such unfinished items. The Tenant Improvements shall be deemed substantially complete on the date on which (i) construction of the same shall have been substantially completed (with the exception of items that can be completed without material interference to the conduct of Tenant’s business in the Shopping Center Area as more particularly described in Sections C Premises) and D (ii) a certificate of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities occupancy (or sign off) shall have been issued by the City of Boston, provided, however, that the requirement of the issuance of a certificate of occupancy (or sign off) by the City of Boston shall be contained within waived and substantial completion shall be deemed to have occurred if the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During same cannot be obtained or such construction and merchandising periodhas not been substantially completed due to delays caused by Tenant (each, a “Tenant shall perform all duties and obligations imposed by this LeaseDelay Event”), including, without limitation, those provisions relating change orders, lack of timely cooperation by Tenant, or action with respect to insurance and indemnificationthe Tenant Improvement Plans, saving and excepting only long lead time items in the obligation Tenant Improvement Plans or any other actions or inactions by Tenant that may prevent Landlord from completing (or that may delay) any construction to pay Rental be performed by it or its general contractor. Within five (5) business days of a Tenant Delay Event (except as otherwise expressly provided below), Landlord shall notify Tenant in writing of the Tenant Delay Event. The failure of Landlord to notify Tenant of a Tenant Delay Event precludes Landlord from claiming Tenant-caused delays in substantial completion of Tenant Improvements, other than any Additional Rental due Landlord delay by reason of Tenant's failure Tenant in reviewing or responding to perform Tenant Improvement Plans or any of its obligations hereunder)revision thereof, which obligation delay shall commence when the Term commencesautomatically be a Tenant Delay Event without need for notice to Tenant.

Tenant's Improvements. Prior to Landlord and Tenant hereby amend the commencement of Lease by deleting Exhibit A and the TermWork Letter attached thereto, Tenant shall, at its sole cost and expense, substituting this Amendment and Exhibit A hereto therefor (including all references thereto in the Lease). (a) promptly initiate Landlord shall complete the improvements requested by Tenant within the Premises ("Tenant's Improvements"), as set forth in the plans prepared by Xxxx Xxxxxxxxxxx Associates, Limited, and diligently pursue identified as Job 83-113, which plans dated January 30, 1984 and last revised July 12, 1984, and consisting of pages A-l through A-9, and floor covering plans dated June 1, 1984 consisting of pages FC-l and FC-2, an computer room plan dated May 1, 1989 consisting of page C-l all of which are attached as Exhibit A hereto and incorporated by reference herein (the design "Construction Plans"). (b) Landlord is entering into a contract to complete the Tenant's Improvements with W. E. O'Neil Construction Company ("Contractor") for the contract price ("Contract Price") of all improvements $752,454.00. Tenant hereby acknowledges and other agrees that Tenant shall pay to Landlord on January 2, 1985 as Tenant's share of the cost of Tenant's Improvements the sum of $119,354.00 ("Tenant's Contribution"). (i) The parties acknowledge that the Contract Price includes a carpeting allowance of $44,618.00. In the event that the cost of the carpeting selected by Tenant and installed by Contractor exceeds $44,618.00, any such excess shall be paid by Tenant to Landlord on January 2, 1985 in addition to the Tenant's Contributions. (ii) The Tenant's Contribution shall also be increased by an amount equal to 50% of the cost of structural support required for Tenant's movable files as determined by Contractor, but any increase in Tenant's Contribution under this Paragraph l(b)(ii) shall not exceed $7,500.00. (c) All work to be performed by it pursuant to Schedule B on a schedule which done in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior the Premises shall be subject to the Grand Opening Date with respect to the exterior approval of Landlord and no work shall be undertaken in the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises until such approval is given in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4writing., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shallLandlord will construct, at its Tenant's sole cost and expenseexpense (but subject to Section 17.1.2), all initial Tenant's Improvements. Tenant will design the Tenant's Improvements as described in this Section 17. 1. As soon as reasonably practical after Landlord approves the Final Plans, but not more than 15 Business Days thereafter, Landlord will provide to Tenant a detailed budget for the Cost of Construction of the Tenant's Improvements in accordance with the Final Plans, which proposed budget will be subject to review and approval by Tenant. As approved by Landlord and Tenant in writing, such construction budget will be referred to herein as the "Budget." Landlord and Tenant agree to make a good-faith effort to prepare and approve the Budget within 15 days after Landlord has delivered its initial detailed budget to Tenant. As initially proposed and submitted by Landlord to Tenant for Tenant's approval, the Budget will set forth a breakdown by trade of bids received, and Landlord will supply Tenant with documentation relating to any referenced bids as Tenant may reasonably request. As part of the Budget approval process, Tenant may request competitive bidding of up to 3 bids, as may be reasonable under the circumstances, and, incident thereto, provide Landlord with additional subcontractors or suppliers (not to exceed three per line item subcontract) from whom Landlord will obtain bids; provided, however, that (i) no such multiple bids will be required for contracts where the total subcontract cost is less than Thirty Thousand Dollars ($30,000.00), (aii) promptly initiate Landlord will not be obligated to use any supplier or subcontractor recommended by Tenant unless Landlord is reasonably satisfied that the particular subcontractor or supplier meets Landlord's financial and diligently pursue performance requirements for the design work, and (iii) the mechanical, electrical and fire protection subcontractors performing the work for Landlord's Improvements will be the subcontractor performing such services to Landlord for the Landlord's Improvements, so long as those subcontractors provide bids that are competitive and are able to meet the construction schedule for the work, and if either of all improvements and other those criteria are not met by any of such subcontractors, then Tenant may require its work to be performed competitively bid, whereupon the provisions of clause (ii) of this sentence will apply. During development of the Budget, Tenant may make value engineering adjustments in coordination with Landlord and Landlord's architect to reduce the Cost of Construction of the Tenant's Improvements as Tenant sees fit. Tenant will have the right to select its own subcontractors or service providers for telecommunications, data systems and cabling, security and architectural and design services. If, incident to the design or construction of Landlord's Improvements and Tenant's Improvements, Landlord is required to engage one or more engineering consultants to review the work of Tenant's service providers, the fees reasonable and charges of such' consultants will also constitute part of the Cost of Construction. If the Cost of Construction of Tenant's Improvements exceeds the Improvement Allowance, Tenant will pay Landlord, as Additional Rent, the amount by it pursuant which the Cost of Construction of the Tenant's Improvements exceeds the Improvement Allowance, in monthly installments (the "Estimated TI Payments") based upon a percentage completion basis, as follows: On the 25th day of each calendar month commencing with the calendar month during which the Improvement Allowance will be expended, Landlord will submit to Schedule B on Tenant a schedule which progress payment request, estimated as of the thirtieth or last Business Day of that month, showing Landlord's reasonable estimate of the value of the Tenant's Improvements completed, based upon the value of labor, services and materials incorporated or to be incorporated in the Premises and of materials stored at the Building Site as of the 30th or last Business Day of the month and the contractor's overhead/general conditions costs and contractor's fee thereon. Tenant will pay Landlord, within 10 days of receipt, the amount specified in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premisesstatement. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason Upon Substantial Completion of Tenant's failure to perform any Improvements, Landlord will notify Tenant of its obligations hereunder)the final Cost of Construction of Tenant's Improvements, which obligation shall commence when notice will be accompanied by reasonable documentation. If the Term commencesfinal Cost of Construction of Tenant's Improvements less the Estimated TI Payments actually paid by Tenant exceeds the Improvement Allowance, Tenant will pay the amount of such excess to Landlord, as Additional Rent, within 30 days after receipt of Landlord's notice. If the final Cost of Construction of Tenant's Improvements, less the 28. Estimated TI Payments actually paid by Tenant, is less than the Improvement Allowance, Landlord will pay the unused portion of the Improvement Allowance to Tenant within 30 days after giving said notice.

Tenant's Improvements. Prior A. Construction of the Tenant Improvements. Tenant shall, at --------------------------------------- least 45 days prior to the commencement date Tenant expects to begin construction, provide to Landlord, for Landlord's written approval, which shall not be unreasonably withheld or delayed, plans and specifications or detailed schematics, as may be necessary to commence and complete any portion of the TermTenant Improvements to be made to the exterior of the Premises Building and showing the proposed Tenant Improvements to the interior of the Premises Building such plans and specifications or schematics to be sufficiently detailed so that Landlord can assess the nature and quality of the Tenant Improvements (the "Plans"). Landlord shall, within 5 business days of receipt of the Plans, notify Tenant shallin writing of its approval or disapproval. In the event that Landlord disapproves of any aspect of the Plans, it shall provide Tenant with a statement of such objections. Tenant shall have 14 days to submit revised Plans. Landlord's failure to timely provide a written response to the Plans shall be deemed an approval of same. Tenant shall obtain, and maintain in good standing, all necessary site plan improvements and approvals, building permits, and other governmental authority approvals and permits required to commence and complete all of the Tenant Improvements, and shall send copies of such, specifically of any late changes to plans to Landlord for approval, as soon as practicable, prior to commencing work on the Premises and/or Premises Building. Upon the occurrence of an Event of Default, any and all plans, and any modifications thereto and all approvals, permits and other governmental authority approvals and permits required to complete the Tenant Improvements, shall immediately become and sole and exclusive property of Landlord. Tenant, promptly after Landlord's and governmental approval of the final Plans, shall undertake and complete, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior construction of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the PremisesTenant Improvements. Tenant agrees that it shall not, and (b) promptly commence and diligently pursue in the construction and completion of the PremisesTenant Improvements, (i) create a nuisance, (ii) conduct construction activities or store machinery or equipment in such a way as to either reduce parking at Suniland Center by more than ten spaces or interfere with vehicular and/or pedestrian ingress and egress to Suniland Center; or (iii) interfere with the normal day-to-day operations of Suniland Center or the uses by other tenants of their respective premises at Suniland Center. Tenant will be permitted by Landlord to enter further agrees it shall commence and complete the Premises construction of the Tenant Improvements expeditiously and in a good and workmanlike fashion, employing licensed Florida contractors, and otherwise in accordance with Schedule B for all laws, regulations and legal requirements applicable to such construction, including but not limited to the purpose Americans With Disabilities Act of performing its obligations under Schedule B 1990 and for the purpose all amendments and modifications thereto. Prior to commencement of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising periodconstruction, Tenant shall perform all duties obtain and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason post a notice of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencescommencement substantially in compliance with Florida Statutes 713.

Tenant's Improvements. Prior Insurance covering Tenant's (1) merchandise, (2) "Fixtures" as defined in Article 10, Section 10.4), including the items specified as "Tenant's Work" in Exhibit C, (3) "Improvements" (as defined in Article 10, Section 10.1), permitted under Article 10, and (4) "Personal Property" (as defined in Article 10, Section 10.3) from time to time, in, on or upon the commencement Premises, in an amount not less than ninety percent (90%) of their full replacement cost from time to time after the Effective Date, providing protection against any peril included within the classification "All Risk," including, without limitation, coverage for sprinkler and flood damage and theft. Any policy proceeds shall be used for the repair or replacement of the Termproperty damaged or destroyed unless this Lease shall cease and terminate under the provisions of Article 18. All policies of insurance provided for herein shall be issued by insurance companies with a general policyholder's rating of not less than A and a financial rating of not less than Class X as rated in the most current available "Best's" Insurance Reports, qualified to do business in the State where the Property is located. All such policies shall be issued in the name of the Landlord, Landlord's property manager, Tenant, and Landlord's mortgagees or beneficiaries, which policies shall be for the mutual and joint benefit and protection of Landlord, Landlord's property manager, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design said mortgagees or beneficiaries. Executed copies of all improvements and other work such policies of insurance or certificates thereof shall be delivered to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than Landlord within ten (10) days prior to after the Grand Opening Date with respect to the exterior earlier of delivery of the Premises, or Tenant's entry onto the Premises with Landlord's consent, and not later than seven thereafter copies of renewal policies or certificates thereof shall be delivered to Landlord within thirty (730) days prior to the Grand Opening Date with respect to the interior expiration of the Premisesterm of each such policy. As often as any such policy shall expire or terminate, renewal or additional policies shall be procured and maintained by Tenant in like manner and to like extent. All policies of insurance delivered to Landlord must contain a provision that the company writing said policy will give to Landlord twenty (b20) promptly commence days' notice in writing in advance of any cancellation, lapse, reduction or other adverse change respecting such insurance. All public liability, property damage and diligently pursue other casualty policies shall be written as primary policies, not contributing with or secondary to coverage which Landlord may carry. Tenant's obligations to carry the construction and completion insurance provided for above may be satisfied by inclusion of the Premises. Tenant will be permitted Premises within the coverage of a so-called blanket policy or policies of insurance carried and maintained by Tenant; provided, however, that Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies mortgagees or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities beneficiaries shall be conducted so named as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain additional insureds thereunder as their interests may appear and that the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. coverage afforded Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord not be reduced or diminished by reason of Tenant's failure the use of such blanket policies of insurance, and provided further that the requirements set forth herein are otherwise satisfied. Tenant agrees to perform permit Landlord at all reasonable times to inspect any policies of its obligations hereunder), insurance of Tenant which obligation shall commence when the Term commencesTenant has not delivered to Landlord.

Tenant's Improvements. Prior Except to the commencement extent that Landlord is --------------------- responsible for making improvements to the Premises pursuant to Section 35 of the Termthis Lease, Tenant shall, shall make such non-structural improvements to the Premises as it may deem necessary at its sole cost and expense. Tenant shall not make any alterations, (a) promptly initiate and diligently pursue the design of all decorations, installations, additions or improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue including but not limited to, the construction and completion installation of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other any fixtures, amenities, equipment, provided (a) Tenant shall have obtained appliances, or other apparatus, without Landlord's prior written consent, which consent shall not be unreasonably withheld, and then only by contractors or mechanics employed or approved by Landlord, which approval shall not be unreasonably withheld. All such work, alterations, decorations, installations, additions or improvements shall be done at Tenant's sole expense and at such times and in such manner as Landlord may from time to time reasonably designate. Landlord's consent to and/or approval of the Tenant's plans and specifications for such workthe aforesaid improvements shall create no responsibility or liability on the part of Landlord for their completeness, (b) design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All alterations, decorations, installations, additions or improvements made by either of the parties hereto upon the Premises, except movable office furniture put in at the expense of Tenant and other items as mutually agreed upon in writing, shall have obtained a valid building permit be the property of Landlord and shall remain upon and be surrendered with the Premises at the termination of this Lease without molestation or injury. Except for construction of its improvementsimprovements to the Premises pursuant to Section 35, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4.upon request by Landlord, and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant, at Tenant's activities expense, shall be conducted so as not remove any and all special improvements to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided or Common Areas made by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D on behalf of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating supplemental HVAC and raised flooring. If Tenant fails to insurance remove any such items, Landlord shall have the right, but not the obligation, to remove and indemnificationdispose of such items, saving and excepting only restore the obligation to pay Rental Premises accordingly and Tenant shall reimburse Landlord for the costs of such removal, disposal and restoration within thirty (other than any Additional Rental due Landlord by reason 30) days after receipt of Tenant's failure to perform any of its obligations hereunder)an invoice therefore, together with interest at the Default Rate, which obligation shall commence when accrue from the Term commencesdate the costs were incurred by Landlord.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate perform the Initial Improvements described in and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose RFP Response and that certain Agreement by and between Landlord and Tenant dated (the “Agreement”), a description of performing its obligations under Schedule B and for such Initial Improvements is attached hereto as Exhibit B, including achieving completion of certain milestones related to the purpose of installing its fixtures and other equipmentInitial Improvements in accordance with the schedule attached hereto as Exhibit C, provided (a) Tenant shall have obtained Landlord's approval as the same may be amended by a mutual agreement of the plans and specifications for parties (the “Development Milestones”). Subject to delays due to Force Majeure (as such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising periodterm is defined herein), Tenant shall perform all duties commence construction of the Initial Improvements on or before [ ], and obligations imposed by diligently and continuously prosecute such improvements to Final Completion, which shall in no event occur later than [ ] (the “Outside Completion Date”). For the purposes of this Lease, construction of the Initial Improvements shall be deemed to have “commenced” upon the commencement of actual physical work (including, without limitation, those provisions relating building demolition or site work) on the Premises or any portion thereof pursuant to insurance a demolition permit or a building permit for the construction of the Initial Improvements. Tenant shall use diligent and indemnification, saving and excepting only continuous efforts in good faith to obtain all Required Permits (as such term is defined herein) for the obligation to pay Rental (other than any Additional Rental due Landlord by reason construction of all of Tenant's failure ’s Initial Improvements in accordance with the Design Plans (as such term is defined herein). For the purposes of this Lease, “Final Completion” of all Tenant’s Initial Improvements will be deemed to perform any have occurred upon the date of final completion, as determined by Landlord in its obligations hereunderreasonable discretion, of the Initial Improvements in accordance with the Design Plans, and shall require the issuance of a Certificate of Occupancy for the improvements. If Tenant shall fail to commence the construction of the Initial Improvements as required herein, Landlord may at its election terminate this Lease by notice to Tenant, which termination shall be effective not earlier than thirty (30) days after such notice is given to Tenant (the “Cure Period”), unless Tenant has commenced construction prior to the expiration of the Cure Period, provided Landlord has delivered such notice of termination to Tenant not later than thirty (30) days following the date by which obligation shall Tenant is required to commence when the Term commencessuch construction.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval shall, in a good and workmanlike manner, perform and diligently complete Tenant’s Improvements (as defined below) during the period commencing on the date of this Amendment and ending on February 28, 2026 (as such date may be extended by Tenant Construction Delays), subject to Section 4(f), Section 4(g) and Section 5 below and in accordance with all applicable Requirements and the terms of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance Article 5. Tenant shall prepare a final plan or final set of plans and indemnificationspecifications (such final plan or final set of plans and specifications, saving and excepting only as the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereundersame may be modified and/or amended, as the case may be, are hereinafter called the “Tenant Improvement Final Plan”), which obligation Tenant Improvement Final Plan shall commence when contain complete information and dimensions necessary for Tenant’s Improvements and for the Term commencesengineering in connection therewith. Landlord shall reimburse Tenant for the cost of Xxxxxx’s Improvements in an amount equal to the lesser of (x) the Tenant Improvement Allowance (as defined below) and (y) the actual cost of Tenant’s Improvements, upon the following terms and conditions: (i) The Tenant Improvement Allowance shall be payable to Tenant (or to Tenant’s general contractor or construction manager, as directed by Xxxxxx) in installments as Tenant’s Improvements progress, but in no event more frequently than monthly. Installments of the Tenant Improvement Allowance shall be payable by Landlord within 30 days following Tenant’s satisfaction of each of the conditions required for disbursement set forth in this Section 4 provided that Tenant is not then in monetary or material non-monetary default under the Lease beyond any applicable notice and cure period. (ii) Prior to the payment of any installment, Tenant shall deliver to Landlord a request for disbursement which shall be accompanied by (1) paid invoices (or invoices if Tenant shall be directing Landlord to pay Tenant’s general contractor or construction manager) for Tenant’s Improvements performed or incurred since the last disbursement of the Tenant Improvement Allowance, (2) a certificate signed by Xxxxxx’s architect (but only for work covered by such architect’s engagement) and an officer of Tenant certifying that Tenant’s Improvements and services represented by the aforesaid invoices have been satisfactorily completed substantially in accordance with the plans and specifications therefor approved by Landlord and have not been the subject of a prior disbursement of the Tenant Improvement Allowance and (3) lien waivers by architects, contractors, subcontractors and all materialmen for all such work and services; provided, that, if Tenant fails to deliver to Landlord a lien waiver for any work costing less than $50,000.00 and provided that Tenant otherwise complies with the requirements of this Section 4(a)(ii), Landlord shall disburse the installment, less 120% of the amount owed for any such work for which Tenant has not delivered a lien waiver. Landlord shall be permitted to retain from each disbursement 10% of the amount requested to be disbursed by Tenant, unless, so long as the cost incurred by Tenant to perform Tenant’s Improvements is not greater than the Tenant Improvement Allowance, the requisition already reflects a 10% retainage from amounts billed by the applicable contractor(s). The aggregate amount of the retainages shall be paid by Landlord to Tenant upon the completion of all of Tenant’s Improvements and upon receipt from Tenant of (A) a certificate signed by Xxxxxx’s architect and an officer of Tenant certifying that all of Tenant’s Improvements has been satisfactorily completed in accordance with the plans and specifications therefor approved by Landlord, (B) all sign-offs and inspection certificates and any permits required to be issued by the New York City Department of Buildings or any other governmental entities having jurisdiction thereover and (C) a final lien waiver from all contractors and subcontractors performing Tenant’s Improvements; provided, that, if Tenant fails to deliver a final lien waiver for any contract for less than $50,000.00 and provided that Tenant otherwise complies with the requirements of this Section 4(a)(ii), Landlord shall disburse the aggregate amount of the retainages, less 120% of the amount owed for any contract for less than $50,000.00 for which Xxxxxx has failed to deliver a final lien waiver.

Tenant's Improvements. Prior Tenant shall have the right to make such non-structural improvements to the commencement of the Term, Tenant shall, Premises as it may deem necessary at its sole cost and expense. Tenant shall not make any alterations, (a) promptly initiate and diligently pursue the design of all installations, additions or improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, including but not limited to the installation of any fixtures, the cost of which exceeds the greater of (1) Five Dollars ($5.00) per square foot of the area being altered and (b2) promptly commence $125,000 per calendar year (increased by three and diligently pursue the construction one-half percent (3.5%) each Lease Year), without Landlord’s prior written consent (such consent not to be unreasonably conditioned, delayed or withheld), and completion of the Premises. Tenant will be permitted then only by contractors or mechanics employed or reasonably approved by Landlord and provided that Landlord is given plans and CADD drawings for such alterations. All such work, alterations, decorations, installations, additions or improvements shall be done at Tenant’s sole expense and at such times and in such manner as Landlord may from time to enter the Premises in accordance with Schedule B time reasonably designate. Landlord agrees to respond to Tenant’s written request for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for any such workalterations requiring Landlord’s approval within ten (10) days after delivery of the same. Landlord’s response for Tenant’s request for approval of the plans and specifications shall be in writing and, (b) Tenant if Landlord withholds its consent to any such alterations described in any such plans and specifications, Landlord shall have obtained a valid building permit specify the basis for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4.such disapproval, and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove use reasonable efforts to include (but in no event shall Landlord be obligated to provide) changes to Tenant’s plans and specifications which would be required to obtain Landlord’s approval. If Landlord fails to approve or disapprove the plans and specifications submitted by Tenant within such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising ten (10) day period, Tenant shall perform all duties provide Landlord with a second written request for approval (a “Follow-Up Request”) that specifically identifies the applicable plans and obligations imposed specifications and contains the following statement in bold and capital letters: “THIS IS A FOLLOW-UP REQUEST FOR APPROVAL OF PLANS PURSUANT TO THE PROVISIONS OF SECTION 10 OF THE LEASE. IF LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN LANDLORD SHALL BE DEEMED TO HAVE APPROVED THE PLANS DESCRIBED HEREIN, AND TENANT MAY, SUBJECT TO THE PROVISIONS OF THE LEASE, COMMENCE THE ALTERATIONS DESCRIBED IN THE PLANS.” If Landlord fails to respond to such Follow-Up Request within five (5) Business Days after receipt by Landlord of the Follow-Up Request, the plans and specifications in question shall be deemed approved by Landlord, and Tenant may, subject to the other terms of this Lease, includingcommence such alterations described therein. If Landlord timely delivers to Tenant notice of Landlord’s disapproval of any plans and specifications, without limitationTenant may revise Tenant’s plans and specifications and resubmit such plans and specifications to Landlord; in such event, those provisions relating the scope of Landlord’s review of such plans and specifications shall be limited to insurance and indemnification, saving and excepting only Tenant’s correction of the obligation items in which Landlord had previously objected in writing. Landlord’s consent to pay Rental (other than any Additional Rental due Landlord by reason and/or approval of Tenant's failure ’s plans and specifications for the aforesaid improvements 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 alterations, decorations, installations, additions or improvements made by either of the parties hereto upon the Premises, except movable office furniture put in at the expense of Tenant and other items as mutually agreed upon in writing, shall be the property of Landlord and shall remain upon and be surrendered with the Premises at the termination of this Lease without molestation or injury. If Tenant fails to perform remove any such furniture or other personal property, Landlord shall have the right, but not the obligation, to remove and dispose of its obligations hereunder)such items, which obligation and restore the Premises accordingly and Tenant shall commence when reimburse Landlord for the Term commencescosts of such removal, disposal and restoration within thirty (30) days after receipt of an invoice therefore, together with interest at the Default Rate if not paid within said 30 day period.

Tenant's Improvements. Prior A. Construction of the Tenant Improvements. Tenant --------------------------------------- shall, at least 45 days prior to the commencement date Tenant expects to begin construction, provide to Landlord, for Landlord's written approval, which shall not be unreasonably withheld or delayed, plans and specifications or detailed schematics, as may be necessary to commence and complete any portion of the TermTenant Improvements to be made to the exterior of the Premises Building and showing the proposed Tenant Improvements to the interior of the Premises Building such plans and specifications or schematics to be sufficiently detailed so that Landlord can assess the nature and quality of the Tenant Improvements (the "Plans"). Landlord shall, within 5 business days of receipt of the Plans, notify Tenant shallin writing of its approval or disapproval. In the event that Landlord disapproves of any aspect of the Plans, it shall provide Tenant with a statement of such objections. Tenant shall have 14 days to submit revised Plans. Landlord's failure to timely provide a written response to the Plans shall be deemed an approval of same. Tenant shall obtain, and maintain in good standing, all necessary site plan improvements and approvals, building permits, and other governmental authority approvals and permits required to commence and complete all of the Tenant Improvements, and shall send copies of such, specifically of any late changes to plans to Landlord for approval, as soon as practicable, prior to commencing work on the Premises and/or Premises Building. Upon the occurrence of an Event of Default, any and all plans, and any modifications thereto and all approvals, permits and other governmental authority approvals and permits required to complete the Tenant Improvements, shall immediately become and sole and exclusive property of Landlord. Tenant, promptly after Landlord's and governmental approval of the final Plans, shall undertake and complete, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior construction of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the PremisesTenant Improvements. Tenant agrees that it shall not, and (b) promptly commence and diligently pursue in the construction and completion of the PremisesTenant Improvements, (i) create a nuisance, (ii) conduct construction activities or store machinery or equipment in such a way as to either reduce parking at Suniland Center by more than ten spaces or interfere with vehicular and/or pedestrian ingress and egress to Suniland Center; or (iii) interfere with the normal day-to-day operations of Suniland Center or the uses by other tenants of their respective premises at Suniland Center. Tenant will be permitted by Landlord to enter further agrees it shall commence and complete the Premises construction of the Tenant Improvements expeditiously and in a good and workmanlike fashion, employing licensed Florida contractors, and otherwise in accordance with Schedule B for all laws, regulations and legal requirements applicable to such construction, including but not limited to the purpose Americans With Disabilities Act of performing its obligations under Schedule B 1990 and for the purpose all amendments and modifications thereto. Prior to commencement of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising periodconstruction, Tenant shall perform all duties obtain and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason post a notice of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencescommencement substantially in compliance with Florida Statutes 713.

Tenant's Improvements. Prior Landlord will cause to the commencement of the Term, Tenant shallbe constructed, at its Tenant’s sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B Tenant’s Improvements, as set forth on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the PremisesEXHIBIT “H” attached hereto. Tenant Tenant’s Improvements will be permitted preliminarily designed by Tenant’s architect (BE Collaborative Architects) and must be approved by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided Opus A&E (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items as more fully set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities17.1.5 below). Tenant shall maintain will pay all of Landlord’s direct and indirect costs of causing the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall ’s Improvements to be deposited daily in dumpsters, provided installed by or Landlord (except for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront any portion of the PremisesTenant’s Improvements which will be performed by Tenant (as agreed to by Landlord) and any furniture, fixtures and equipment installed by Tenant), plus six percent (6%) of the sum of the actual cost of labor, materials and general conditions related to the Tenant’s Improvements performed by Landlord. Such costs of Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, includingmay include, without limitation, those provisions relating space planning costs, construction document preparation costs, design costs, construction drawing costs, general conditions, construction costs and all costs Landlord incurs in connection with obtaining permits for the Tenant’s Improvements. Other than any Tenant Personalty under Section 16.1, Tenant’s Improvements become the property of Landlord and a part of the Building immediately upon installation. Landlord hereby agrees to insurance competitively bid all major subcontract work for the Tenant’s Improvements performed by Landlord hereunder and indemnificationTenant, saving through Tenant’s representative, will have the opportunity to approve all components of the aggregate costs for the Tenant’s Improvements, which consent shall not be unreasonably withheld or delayed and excepting only which consent shall be deemed approved if Tenant fails to respond to the obligation same within two (2) business days. As to any Tenant’s Improvements performed by Landlord, Landlord shall not include any items solely as costs of Tenant’s Improvements if Landlord would otherwise be required to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any for exact same cost as part of its obligations hereunderLandlord’s Improvements (such as a trailer, phone service and certain utilities costs), which obligation but instead shall commence when equitably prorate the Term commencescost for the same between the Landlord’s Improvements and the Tenant’s Improvements.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained make no separable or inseparable alterations in, or additions to, the Premises (“Tenant’s Improvements”) without first obtaining Landlord's ’s written consent Landlord may make its consent conditional upon Tenant removing the respective Tenant’s Improvements (or any part of them) from the Premises on termination or expiry of the Term of the Lease in which case such Tenant’s Improvements shall not become Landlord’s property, notwithstanding provisions of item (b) of Article 12.2 hereof, unless Landlord further sends to Tenant a notice requiring not to remove the specified Improvements, in which case those Improvements shall become Landlord’s property at Tenant’s Improvements Transfer Date. (b) In addition to the request for Landlord’s written consent to carry out certain Tenants Improvements Tenant also shall on Landlord’s demand deliver to Landlord a list of such ascertained Tenant’s Improvements. (c) Tenant’s Improvements done in the Premises that are to be transferred to Landlord shall not contain any materials, equipment or any other property of any third person. (d) Tenant shall be responsible by its own means and at its expense for the approval of the plans and specifications for such workTenant’s Improvements by the competent authorities, (b) if applicable. Upon Landlord’s request Tenant shall have obtained a valid building permit for construction of its improvements, (c) immediately provide all information and documents in this regard. If Tenant shall have deposited with Landlord the policies or certificates of insurance required does not meet liabilities set in Sections 13.3. and 13.4., and item (d) of this Article 12.1, Landlord shall have received full payment from Tenant for the Opening Contribution right to perform the stated above actions by its own means, and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain compensate all documental expenses related to the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area execution of this actions within 15 (fifteen) business days as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D date of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason receipt of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesrespective invoice from Landlord.

Tenant's Improvements. Prior to the commencement of the Term, Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue All components of the design of all improvements and other work to be performed Project constructed, installed, or placed on the Leased Premises by it Tenant pursuant to Schedule B on a schedule which this Lease shall be the sole personal property of Tenant, shall not be or become fixtures, and Landlord shall have no ownership interest in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior the Project or any components thereof. Landlord hereby expressly waives all statutory and common law liens or claims that it might otherwise have in or to the Grand Opening Date Project or any portion thereof and agrees not to restrain or levy upon such property or assert any lien, right of restraint or other claim against the same. Without mitigation of the foregoing, Tenant, in its sole discretion, shall be entitled to file one or more precautionary financing statements, including fixture filings in such jurisdictions as it deems appropriate with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and Project. (b) promptly commence and diligently pursue the construction and completion All components of the PremisesProject constructed, installed, or placed on the Leased Premises by Tenant pursuant to this Lease may, subject to compliance with any other applicable limitations provided herein, be moved, replaced, repaired, or refurbished by Tenant on the Leased Premises at any time without Landlord’s consent. Unless otherwise agreed to in writing by Landlord, upon the termination of this Lease, Tenant will be permitted by shall remove all of the components of the Project (except for mounting pads and support structures) and shall reclaim and restore to the extent practicable the Leased Premises to its condition prior to installation of the Project, reasonable wear and tear excepted within one hundred and eighty (180) days after this Lease terminates (“Decommissioning Period”). During the Decommissioning Period, Landlord grants Tenant a license to enter access the Leased Premises in accordance with Schedule B solely for the purpose of performing its obligations under Schedule B to decommission the Project and for restore the purpose of installing its fixtures and other equipment, provided (a) Leased Premises in accordance with this section. If Tenant shall have obtained Landlord's approval fails to remove any component of the plans Project required to be removed in accordance with this Section 5.3 within the Decommissioning Period, or if Landlord agrees to waive the requirement for Tenant to remove one or more components of the Project, such components of the Project may be considered, at Landlord’s option, as abandoned by Xxxxxx and specifications Tenant hereby relinquishes any and all right, title and interest in and to any such property in such event. Landlord may retain or remove any components of the Project deemed abandoned by Tenant from the Leased Premises and use or dispose of them in its sole discretion without notice or liability to Tenant. If Landlord incurs costs to decommission and remove any of the components of the Project due to Tenant’s failure to do so within the Decommissioning Period, Tenant xxxxxx agrees to indemnify Landlord for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with costs and agrees to reimburse Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesamounts reasonably incurred.

Tenant's Improvements. Prior LESSEE agrees to take good care of the property rented and to be liable for any damage to the commencement property, including the payment of any charges caused by stoppage of plumbing and/or damage to other fixtures or equipment caused by improper care or misuse. LESSEE agrees that no alterations, additional locks or bolts to the doors or windows are to be made or added, or paints or stains or nails, screws, tape or glue to the woodwork, walls, floors or furnishings are to be applied without the written consent of the TermLESSOR. Consent will normally be given however consideration must be given to the proposed change. If LESSEE incurs property related expenses by requesting services without the consent of the LESSOR, Tenant shallLESSOR will not be responsible for the payment of such services. All improvements made by LESSEE to the premises which are so attached to the premises that they cannot be removed without material injury to the premises, shall become a part of the property of the LESSOR upon installation. Not later than the last day of the term, LESSEE shall at its sole cost and LESSEE'S expense, (a) promptly initiate and diligently pursue the design of remove all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises LESSEE'S personal property and any improvements made by the LESSEE which have not later than seven (7) days prior to become the Grand Opening Date with respect to the interior property of the PremisesLESSOR, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipmentincluding trade fixtures, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such cabinet work, (b) Tenant shall have obtained a valid building permit for construction of its improvementsmoveable paneling, (c) Tenant shall have deposited with Landlord partitions and the policies like; repair all injury done by or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities the installation or removal of the property improvements; surrender the premises in as good a condition as they were at the beginning of the term, reasonable wear and damages by fire, the elements, casualties, or other cause not due to the misuse or neglect by the LESSEE or LESSEE'S agents, servants, visitors, servants or licensees, excepted. All property of the LESSEE remaining on the property after the last day of the term of this lease shall be deposited daily in dumpstersconclusively deemed abandoned and may be removed by the LESSOR, provided by and the LESSEE shall reimburse LESSOR for the cost of such removal. LESSOR may have any such property stored at LESSEE'S risk and expense. LESSEE shall not do or for Landlord suffer anything to be done on the premises which will cause an increase in the Shopping Center Area as more particularly described rate of fire insurance on the building. LESSEE shall not permit the accumulation of waste or refuse matter on the leased premises or anywhere in Sections C or near the building and D no hazardous waste may be stored, abandoned or disposed of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within on the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencespremises.

Tenant's Improvements. Prior Provided Tenant obtains all insurance coverage required in this Lease, Tenant may, prior to the commencement Commencement Date and tender of actual possession of the TermPremises, enter upon the Premises at Tenant's own risk at such times as it deems appropriate to make various improvements thereon, install fixtures and other equipment, all without unreasonably interfering with Landlord's improvements in the Building. Tenant and Landlord agree that Tenant shall, at its expense, remove the vestiges of a kitchen that remain on the premises and shall not be obligated to replace and restore such kitchen when the building is surrendered. Tenant shall not make any alterations, improvements, additions and/or renovations to the Premises (collectively "improvements") without first obtaining, in each instance, the prior written consent of the Landlord, which consent shall not be unreasonably withheld or delayed, except and excluding improvements costing in the aggregate of less than $25,000.00 may be done without Landlord's prior approval. Except only as hereinafter set forth, all Tenant improvements shall be at Tenant's sole cost and expense. Tenant agrees to indemnify and save harmless the Landlord from any and all expenses, (a) promptly initiate liens, claims, damages, loss or injury to persons or property in or on the Premises arising out of or resulting from the obligation, undertaking or making of any improvements. Tenant further agrees at Tenant's sole cost and diligently pursue expense to procure in each and every instance all necessary permits, licenses or the design like before commencing any improvements. Tenant further agrees that all such improvements done by Tenant or Tenant's servants, employees, agents, independent contractors or the like shall be done in a good and workmanlike manner; that such improvements shall be in conformity with all laws, ordinances or regulations of all improvements public authorities having jurisdiction (including without limitation obtaining any required Certificate of Occupancy) and other work to all insurance inspections or rating bureaus having jurisdiction; that the Premises and/or Building will not be performed by it pursuant to Schedule B endangered or impaired; that no equipment shall be placed on a schedule which in the roof without Landlord's prior written approval; that Tenant shall, at Tenant's sole cost, repair any and all damage caused by or resulting from such improvements; and that once the improvements commence, Tenant shall complete the improvements with all reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premisesdiligence. Tenant will be permitted by Landlord agrees to enter the Premises in accordance with Schedule B pay promptly when due all charges for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction of its improvements, (c) Tenant shall have deposited with Landlord the policies labor or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate materials in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within any such improvements so that the Premises shall at all times be free of any and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commencesliens.

Tenant's Improvements. Prior (a) Tenant shall obtain the prior written approval of Landlord to all plans and specifications for all major improvements upon the commencement Leased Property whether interior, exterior, structural, mechanical, electrical or otherwise. All Tenant’s work, as herein provided, shall be done at the sole cost and expense of Tenant, in accordance with all applicable laws and governmental regulations and without deviation from the plans and specifications approved by Landlord. Approval of the Termplans and specifications by Landlord shall not constitute the assumption of any responsibility by Landlord for their accuracy, sufficiency, safety or compliance with law and Tenant shall, shall be solely responsible for such items. Tenant shall obtain at its sole cost and immediately thereafter furnish to Landlord all certificates and approvals required by any governmental authorities and necessary to complete the Tenant’s construction work, and shall furnish a certificate of occupancy to Landlord upon completion. Tenant shall promptly and regularly remove, at its expense, (a) promptly initiate all trash and diligently pursue waste materials resulting during the design course of performance of its work or remaining thereafter. Upon Landlord’s request, Tenant shall provide Landlord with payment and performance bonds guaranteeing the completion of all improvements and other work required to be performed done by it Tenant pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior to the Grand Opening Date with respect to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and this Article (b) promptly commence All trade fixtures and diligently pursue apparatus installed by Tenant on the construction and completion Leased Property, except such as may be the property of Landlord, shall remain the property of the Premises. Tenant will and shall be permitted by Landlord removable from time to enter time and also at the Premises in accordance with Schedule B for expiration of the purpose term of performing its obligations under Schedule B and for the purpose of installing its fixtures and this Lease or any renewal or extension thereof, or other equipmenttermination thereof, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for not at such worktime be in default under any covenant or agreement contained in this Lease; otherwise, (b) Tenant Landlord shall have obtained a valid building permit for construction of its improvements, lien on said fixtures or apparatus as security against loss and damage resulting from defaults by Tenant. (c) Tenant shall have deposited with Landlord repair and restore the policies Leased Property following the removal or certificates replacement of insurance required in Sections 13.3. and 13.4.its trade fixtures, and (d) Landlord shall have received full payment from Tenant for whether during or at the Opening Contribution and for those items set forth in Section D termination of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation condition of the Leased Property prior to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences’s occupancy.

Tenant's Improvements. Prior Tenant shall not make any alterations, decorations, installations, additions and/or improvements to the commencement Leased Premises, including, but not limited to, the installation of any fixtures (except trade fixtures), equipment (except movable equipment), or other apparatus (collectively, the "Work"), without Landlord's prior written consent (which consent shall not be unreasonably withheld or delayed), and then only by contractors or mechanics reasonably acceptable to Landlord. All such Work shall be done at Tenant's sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably and timely designate. All such Work shall be done under the general supervision of Landlord to assure standard quality improvements on the Real Property for which Landlord shall be paid a reasonable supervisory fee, which supervisory fee shall be at prevailing market rates for such services (but not to exceed $150 per hour); Landlord agrees to cause such supervision to be limited to such periodic inspections as may be required based on the Work and otherwise to use its best efforts to minimize the fees in connection therewith. All such Work done by either of the Termparties hereto upon the Leased Premises (including those items set forth in Exhibits C-1 and C-2), except other movable furniture and trade fixtures put in at the expense of Tenant, shall be the property of Landlord and shall remain upon and be surrendered with the Leased Premises at the termination of this Lease without molestation or injury; provided, however, that Landlord may elect, at the time it approves such Work, to require Tenant to remove all or any part of said Work (including those items set forth on Exhibits C-1 and C-2) at the expiration of this Lease, in which event such removal shall be done at Tenant's sole cost and expense. Tenant shall, at its sole cost and expense, (a) promptly initiate and diligently pursue the design of all improvements and other work to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than ten (10) days prior repair any damage to the Grand Opening Date with respect to Leased Premises and/or the exterior of Building caused by such removal or by the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's approval of the plans and specifications for such work, (b) Tenant shall have obtained a valid building permit for construction removal of its improvements, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4personalty., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those provisions relating to insurance and indemnification, saving and excepting only the obligation to pay Rental (other than any Additional Rental due Landlord by reason of Tenant's failure to perform any of its obligations hereunder), which obligation shall commence when the Term commences.

Tenant's Improvements. Prior 10.1 Except to the commencement extent that Landlord is responsible for making improvements to the Premises pursuant to Section 35 of this Lease and subsequent to the Terminstallation of Tenant’s Work pursuant to Section 35, Tenant shall, shall make such improvements to the Premises as it may deem necessary at its sole cost and expense. Notwithstanding anything herein to the contrary, Tenant shall have the right to make non-structural alterations which do not affect the mechanical, electrical or plumbing systems of the Building without obtaining Landlord’s prior consent, provided that either (ai) promptly initiate such alterations cost less than Fifty Thousand Dollars ($50,000.00) per occurrence during the Initial Term and diligently pursue One Hundred Thousand Dollars ($100,000,00) during any of the design Renewal Term(s), or (ii) are items of all improvements and other work decoration, painting or carpeting. Landlord will notify Tenant of Landlord’s election to be performed by it pursuant to Schedule B on a schedule which in Landlord's reasonable judgment will permit Tenant to complete such improvements not later than consent or withhold its consent within ten (10) days prior after receiving Tenant’s written request for consent to an alteration. If Landlord does not respond within such ten (10) day period, Landlord shall be deemed to have given consent to the Grand Opening Date with respect proposed alteration. Landlord’s consent to the exterior of the Premises and not later than seven (7) days prior to the Grand Opening Date with respect to the interior of the Premises, and (b) promptly commence and diligently pursue the construction and completion of the Premises. Tenant will be permitted by Landlord to enter the Premises in accordance with Schedule B for the purpose of performing its obligations under Schedule B and for the purpose of installing its fixtures and other equipment, provided (a) Tenant shall have obtained Landlord's and/or approval of the Tenant’s plans and specifications for such workthe aforesaid improvements 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 alterations, installations, additions or improvements made by either of the parties hereto upon the Premises, (b) except for Tenant’s movable office fixtures, furniture and equipment, trade fixtures, generators, uninterruptible power sources, supplemental HVAC equipment in addition to the base building systems, and other items identified by Tenant prior to the Rent Commencement Date or, after the Rent Commencement Date, as mutually agreed upon in writing, collectively, “Tenant’s Personal Property”), shall be the property of Landlord and shall remain upon and be surrendered with the Premises at the termination of this Lease without molestation or injury. Except for Tenant’s Personal Property, Tenant shall have obtained a valid building permit for construction of its improvementsno obligation to remove any improvements to the Premises, (c) Tenant shall have deposited with Landlord the policies or certificates of insurance required in Sections 13.3. and 13.4., and (d) Landlord shall have received full payment from Tenant for the Opening Contribution and for those items set forth in Section D of Schedule B. Tenant's activities shall be conducted so as not to unreasonably interfere with Landlord's construction activities. Tenant shall maintain the Premises in a clean and orderly condition during construction and merchandising. All trash which may accumulate in connection with Tenant's construction activities shall be deposited daily in dumpsters, provided made by or for Landlord in the Shopping Center Area as more particularly described in Sections C and D on behalf of Schedule B. All trash which may accumulate in connection with Tenant's merchandising activities shall be contained within the Premises and deposited daily outside the storefront of the Premises. Landlord will remove such trash as more particularly described in Sections C and D of Schedule B. During such construction and merchandising period, Tenant shall perform all duties and obligations imposed by this Lease, including, without limitation, those the Tenant’s Work. If Tenant fails to remove any of Tenant’s Personal Property items, Landlord shall have the right, but not the obligation, to remove and dispose of such items, and restore the Premises accordingly and Tenant shall reimburse Landlord for the costs of such removal, disposal and restoration within thirty (30) days after receipt of an invoice therefore, together with interest at the Default Rate, which shall accrue form the date the costs were incurred by Landlord. 10.2 Notwithstanding anything herein to the contrary, within six (6) months after the expiration or sooner termination of the Term, Landlord, at Tenant’s expense, shall have the right to remove all of the improvements comprising the auditorium in the Building and restore the level of the floor of such area to match the grade of the balance of the first floor area (the “Restoration Costs”). In no event shall the Restoration Costs exceed the lesser of (i) $67,000.00, or (ii) the amount of costs actually incurred by Landlord. Tenant shall reimburse Landlord for such costs within thirty (30) days after receipt of a written invoice for such Restoration Costs, together with reasonable supporting documentation. Tenant’s obligations under this Section 10.2 shall survive the expiration or sooner termination of this Lease, unless the parties have agreed specifically in writing that the provisions relating of this Section 10.2 shall be of no further force and effect. If Landlord fails to insurance remove such improvements and indemnificationrestore the level of the floor of such area within the six (6) month period, saving and excepting only the Tenant shall have no obligation to pay Rental (other than any Additional Rental due reimburse Landlord by reason for the Restoration Costs and the provisions of Tenant's failure to perform any this Section 10.2 shall be of its obligations hereunder), which obligation shall commence when the Term commencesno further force or effect.