Common use of Tenant's Right to Construct Clause in Contracts

Tenant's Right to Construct. As to each Leased Property, --------------------------- during the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, during --------------------------- during the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may beAgreement, so long as no Event of Default shall have occurred and be continuing as to the Leased Property that is the subject of such Leased Propertyimprovements, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such any Leased Property as deemed necessary or useful to operate such the Leased Property for Tenant's Business as a correction or detention facility (the "Primary Intended Use") (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements")) with the prior written consent of the Landlord, which will not be unreasonably withheld or delayed. "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a particular Leased Property, which are constructed on any parcel of land or portion of the Land comprising of a particular Leased PropertyProperty during the Term of any individual Lease, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a any Leased Property which are not normal, ordinary or recurring to maintain such the Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as Tenant will submit plans to each Leased Property, Tenant must obtain Landlord for Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) 500,000 or a cost which, when aggregated with the costs of all such Tenant Improvements on such for any individual Leased Property Facility in a given the same Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars $1,000,000. Such $500,000 and $1,000,000 amounts shall be increased by four percent ($250,000)4%) per annum, cumulatively for each subsequent Lease Year. Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental government permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may beAgreement, so long as no Event of Default shall have occurred and be continuing as to the Leased Property that is the subject of such Leased Propertyimprovements, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such any Leased Property as deemed necessary or useful to operate such the Leased Property for Tenant's Business as a correction or detention facility (the "Primary Intended Use") (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a particular Leased Property, which are constructed on any parcel of land or portion of the Land comprising of a particular Leased PropertyProperty during the Term of any individual Lease, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a any Leased Property which are not normal, ordinary or recurring to maintain such the Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as Tenant will submit plans to each Leased Property, Tenant must obtain Landlord for Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) 500,000 or a cost which, when aggregated with the costs of all such Tenant Improvements on such for any individual Leased Property Facility in a given the same Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars $1,000,000. Such $500,000 and $1,000,000 amounts shall be increased by four percent ($250,000)4%) per annum, cumulatively for each subsequent Lease Year. Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental government permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Propertycontinuing, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such the Leased Property as deemed necessary or useful to operate such the Leased Property for Tenant's the Business (individually, a "Tenant ImprovementTENANT IMPROVEMENT," or collectively, the "Tenant ImprovementsTENANT IMPROVEMENTS"). "Capital AdditionsCAPITAL ADDITIONS" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased PropertyImprovements, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such the Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or Addition, and for any Tenant Improvement which is not a Capital Addition and which (a) has a cost of more than One Hundred Twenty-Five Thousand Dollars ($100,00025,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such the Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such the Leased Property to exceed Two One Hundred Fifty Thousand Dollars ($250,000100,000); or (b) would, in Landlord's reasonable judgment, impair the value of the Leased Property. Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request. Notwithstanding anything to the contrary contained in this Lease, Landlord may require Tenant to remove any Tenant Improvements or Capital Additions (whether or not made with Landlord's consent) prior to the expiration of the Lease and to restore the Leased Property to its prior condition, all at Tenant's expense. With respect to any Tenant Improvements or Capital Additions that require Landlord's approval, at the time of such approval, Landlord shall specify if Tenant shall not be required to remove the same, and such items shall become Landlord's property and shall be surrendered to Landlord upon the expiration or earlier termination of the Lease, except that Tenant may remove any of Tenant's machinery or equipment which can be removed without damage to the Leased Property. Tenant shall repair, at Tenant's expense, any damage to the Leased Property caused by the removal of any such machinery or equipment. In no event, however, shall Tenant remove any of the following materials or equipment (which shall be deemed Landlord's property), without Landlord's prior written consent.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may beAgreement, so long as no Event of Default shall have occurred and be continuing as to the Leased Property that is the subject of such Leased Propertyimprovements, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such any Leased Property as deemed necessary or useful by Tenant to operate such the Leased Property for Tenant's Business as a correctional or detention facility or other approved use (the "PRIMARY INTENDED USE") (individually, a "Tenant ImprovementTENANT IMPROVEMENT," or collectively, the "Tenant ImprovementsTENANT IMPROVEMENTS"). "Capital AdditionsCAPITAL ADDITIONS" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a particular Leased Property, which are constructed on any parcel of land or portion of the Land comprising of a particular Leased PropertyProperty during the Term of any individual Lease, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a any Leased Property Property, which are not normal, ordinary or recurring in order to maintain such the Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writingwriting pursuant to Section 8.09 below, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as Tenant will submit plans to each Leased Property, Tenant must obtain Landlord for Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) 25,000 or a cost which, when aggregated with the costs of all such Tenant Improvements on such for any individual Leased Property Facility in a given the same Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars $50,000. Such $25,000 and $50,000 amounts shall be increased by three percent ($250,000)3%) per annum, cumulatively for each subsequent Lease Year. Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental government permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased PropertyLease, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such the Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or and collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of the Landlord upon termination of this Lease. All Tenant Improvements shall be subject to all of the following conditions and restrictions: (a) Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval may not to be unreasonably withheld or delayed, for undertake any Capital Addition or for any nonstructural Tenant Improvement which is not a Capital Addition and which has a involving an estimated cost in excess of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally50,000.00) (as estimated by a licensed architect approved by Landlord) without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in connection with form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any Tenant Improvementsuch condition shall not be deemed to be unreasonable; and provided further, including any Capital Additionhowever, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such Tenant Improvement undertaken without Landlord's consent and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (b) Unless made on an emergency basis to prevent injury to person or property, no structural alteration shall be undertaken without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any such condition shall not be deemed to be unreasonable; and provided further, however, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such emergency Tenant Improvement and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (c) The written consent of any Facility Mortgagee with copies respect to the Facility must be obtained before the commencement of any work hereunder whenever such consent is known by Tenant to be required by the Facility Mortgage. (d) The reasonable cost and expense of Landlord's and the Facility Mortgagee's review of any plans and specification therefor, Tenant's budget relating thereto, specifications required to be furnished to Landlord or the Facility Mortgagee pursuant to Section 11.2 hereof shall be paid by Tenant to Landlord as Additional Rent. (e) The provisions of Section 11.2 hereof shall apply to any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating work performed by Tenant pursuant to such Tenant Improvement as Landlord shall reasonably requestthis Article XI.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default Tenant shall have occurred the exclusive right and access to construct, or cause there to be continuing as constructed, the Facility and to such Leased Propertyotherwise develop, construct and equip the Project, and to implement the Development Plan. Tenant may shall also have the exclusive right and access to make Capital Additions (as defined herein)Additions, or other alterations, additions, changes and/or improvements to such the Leased Property or the Land as deemed necessary or useful by Tenant to operate such the Leased Property for Tenant's Business as a correctional or detention facility or other use approved by Landlord (the “Primary Intended Use”) (excluding any such alterations, additions, changes and/or improvements in connection with the Project or that are contemplated by the Development Plan, individually, a "“Tenant Improvement," ” or collectively, the "“Tenant Improvements"”). "“Capital Additions" ” shall mean a Tenant Improvement consisting of the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a the Leased Property, which are constructed on any parcel of Land or portion of the Leased Property or the Land comprising a Leased Propertyduring the Term of this Lease Agreement, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which in each case are not normal, ordinary constructed pursuant to or recurring to maintain such Leased Propertyin connection with the Project or contemplated by the Development Plan. Except as otherwise agreed to by Landlord herein or otherwise in writingwriting pursuant to Section 9.09 below, any such Tenant Improvement or Capital Addition shall be made at Tenant's ’s sole expense and shall become the property of Landlord upon termination of this LeaseLease Agreement. Unless made on an emergency basis to prevent injury to person or property, as Tenant will submit plans to each Leased Property, Tenant must obtain Landlord for Landlord's ’s review prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Five Hundred Thousand Dollars ($100,000500,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such for the Leased Property Facility in a given the same Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand One Million Dollars ($250,0001,000,000). Such $500,000 and $1,000,000 amounts shall be increased by three percent (3%) per annum, cumulatively for each subsequent Lease Year. Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's ’s budget relating thereto, any required governmental government permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request. In addition to the preceding rights and obligations, Tenant or its franchisor may erect on the Property the maximum amount of signage permitted by applicable laws.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Tenants Business (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during the --------------------------- Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. "Required Tenant Improvements" shall mean Tenant Improvements or Capital Additions which the Tenant is required by a federal or state governmental authority, applicable law, or, as to a Leased Property, are required to be constructed by the automobile manufacturer(s) with whom the Tenant has a franchise agreement and which does not result in a material decrease in value of the Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and and, upon termination of the Lease, shall become the property of the Landlord upon termination of this Lease(or the Tenant to the extent that the Tenant has purchased the Leased Property on which such Tenant Improvement or Capital Addition has been constructed pursuant to Article XVI). Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for (a) any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements or Capital Additions on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000), unless such Tenant Improvements or Capital Additions are also Required Tenant Improvements, in which case Tenant shall, notwithstanding anything herein to the contrary, have the right to make or construct such Required Tenant Improvements without the consent of Landlord so long as (i) such Required Tenant Improvements increase the quality and utility of the Leased Property and (ii) Tenant provides thirty (30) days prior written notice of the Required Tenant Improvements and their scope and effect on the Tenant's Business. Additionally, in connection with any Tenant Improvement, including any Capital AdditionAddition or Required Tenant Improvement, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request. Additionally, in order for Tenant to require, pursuant to this Lease, that any appraisal or valuation of the Leased Property not include any increase in value arising from Capital Additions, Tenant Improvements and Required Tenant Improvements constructed, financed or installed solely by or through Tenant ("Tenant-constructed Improvements"), Tenant must prior to any construction notify Landlord in writing of its intent to perform an appraisal of the value of the Leased Property on which the Tenant- constructed Improvements will be made both before and after such Tenant- constructed Improvements and reach agreement with Landlord, whose agreement shall not be unreasonably withheld, on the name of the appraiser and the terms under which the appraisal shall be made. Such appraiser shall, at a minimum, be either a MAI Appraiser, as defined below, or shall hold a state license qualifying him or her to appraise properties of the type being appraised and shall have qualifications and experience equivalent to that required of an MAI Appraiser. Unless otherwise agreed between the parties, the first appraisal shall be performed within thirty (30) days prior to the beginning of construction of the Tenant-constructed Improvements and the second appraisal shall be performed within thirty (30) days of the completion of the Tenant- constructed Improvements.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased PropertyLease, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such the Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or and collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of the Landlord upon termination of this Lease. All Tenant Improvements shall be subject to all of the following conditions and restrictions: (a) Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval may not to be unreasonably withheld or delayed, for undertake any Capital Addition or for any nonstructural Tenant Improvement which is not a Capital Addition and which has a involving an estimated cost in excess of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally50,000.00) (as estimated by a licensed architect approved by Landlord) without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in connection with form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any Tenant Improvementsuch condition shall not be deemed to be unreasonable; and provided further, including any Capital Additionhowever, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such Tenant Improvement undertaken without Landlord's consent and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (b) Unless made on an emergency basis to prevent injury to person or property, no structural alteration shall be undertaken without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any such condition shall not be deemed to be unreasonable; and provided further, however, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such emergency Tenant Improvement and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (c) The written consent of any Facility Mortgagee with copies respect to the Facility must be obtained before the commencement of any work hereunder whenever such consent is known by Tenant to be required by a Facility Mortgage. (d) The reasonable cost and expense of Landlord's and a Facility Mortgagee's review of any plans and specification therefor, Tenant's budget relating thereto, specifications required to be furnished to Landlord or a Facility Mortgagee pursuant to Section 11.2 hereof shall be paid by Tenant to Landlord as Additional Rent. (e) The provisions of Section 11.2 hereof shall apply to any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating work performed by Tenant pursuant to such Tenant Improvement as Landlord shall reasonably requestthis Article XI.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased PropertyLease, Tenant may not make Capital Additions (as defined herein), or other any alterations, additions, changes and/or other capital improvements to such the Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or and collectively, the "Tenant Improvements") without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed and which consent shall not be deemed unreasonably withheld or delayed if Landlord must obtain any Facility Mortgagee's consent and if such Facility Mortgagee elects not to consent. Notwithstanding the foregoing, Tenant shall be entitled, without Landlord's consent, to make any alterations, additions, changes and other capital improvements (all of which shall be included within the phrase "Tenant Improvements" hereunder). "Capital Additions" shall mean the construction of , which (1) fall in any one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on following categories: (a) are replacements or capital repairs of existing improvements, fixtures and equipment performed to a Leased Propertystandard and in a quality equal to or better than what had previously existed and the cost of which, which in each instance, does not exceed $500,000.00; (b) are constructed on any parcel cosmetic in nature, including but not limited to repainting, recarpeting, redecorating and relandscaping and do not cost, in each instance, more than $500,000.00, (c) are nonstructural, including but not limited to guest room renovations and interior improvements in restaurants, bars, retail shops and lobbies and do not cost, in each instance, more than $500,000.00; or portion (d) cost $500,000.00 or less and (2) do not significantly alter the character or purposes or reduce the value, operating efficiency or revenue producing capability of the Land comprising Leased Property [all references to $500,000.00 in the foregoing sentence shall be deemed to mean said amount as increased based upon changes in the Consumer Price Index from the date of this Lease]. In any case where Landlord's consent to a Leased PropertyTenant Improvement is required, including the construction of a new floor, Tenant shall submit plans or the repair, replacement, restoration, remodeling or rebuilding another description of the proposed Tenant Improvements sufficient for Landlord to evaluate such proposed Tenant Improvements to Landlord, and Landlord shall have a period of fifteen (15) Business Days after receipt of Tenant's submission to deliver notice to Tenant either granting or withholding its consent, and any portion thereof on a Leased Property which are not normal, ordinary or recurring failure to maintain deliver such Leased Propertynotice within such fifteen (15) Business Day period shall be deemed to be the granting of consent. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may beAgreement, so long as no Event of Default shall have occurred and be continuing as to the Leased Property that is the subject of such Leased Propertyimprovements, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such any Leased Property as deemed necessary or useful to operate such the Leased Property for Tenant's Business as a correctional or detention facility or other approved use (the "Primary Intended Use") (individually, a "Tenant Improvement," or Improvement,"or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a particular Leased Property, which are constructed on any parcel of land or portion of the Land comprising of a particular Leased PropertyProperty during the Term of any individual Lease, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a any Leased Property which are not normal, ordinary or recurring to maintain such the Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as Tenant will submit plans to each Leased Property, Tenant must obtain Landlord for Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) 500,000 or a cost which, when aggregated with the costs of all such Tenant Improvements on such for any individual Leased Property Facility in a given the same Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars $1,000,000. Such $500,000 and $1,000,000 amounts shall be increased by four percent ($250,000)4%) per annum, cumulatively for each subsequent Lease Year. Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental government permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased PropertyLease, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or and improvements to such the Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or and collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of the Landlord upon termination of this Lease. All Tenant Improvements shall be subject to all of the following conditions and restrictions: (a) Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval may not to be unreasonably withheld or delayed, for undertake any Capital Addition or for any nonstructural Tenant Improvement which is not a Capital Addition and which has a involving an estimated cost in excess of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally50,000.00) (as estimated by a licensed architect selected by Tenant and approved by Landlord in its reasonable discretion) without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in connection with form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any Tenant Improvementsuch condition shall not be deemed to be unreasonable; and provided further, including any Capital Additionhowever, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such Tenant Improvement undertaken without Landlord's consent and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (b) Unless made on an emergency basis to prevent injury to person or property, no structural alteration shall be undertaken without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any such condition shall not be deemed to be unreasonable; and provided further, however, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such emergency Tenant Improvement and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (c) The written consent of any Facility Mortgagee with copies respect to the Facility must be obtained before the commencement of any work hereunder whenever such consent is required by the Facility Mortgage. (d) The reasonable cost and expense of Landlord's and the Facility Mortgagee's review of any plans and specification therefor, Tenant's budget relating thereto, specifications required to be furnished to Landlord or the Facility Mortgagee pursuant to Section 11.2 hereof shall be paid by Tenant to Landlord as Additional Rent. (e) The provisions of Section 11.2 hereof shall apply to any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating work performed by Tenant pursuant to such Tenant Improvement as Landlord shall reasonably requestthis Article XI.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased PropertyLease, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such the Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or and collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of the Landlord upon termination of this Lease. All Tenant Improvements shall be subject to all of the following conditions and restrictions: (a) Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval may not to be unreasonably withheld or delayed, for undertake any Capital Addition or for any nonstructural Tenant Improvement which is not a Capital Addition and which has a involving an estimated cost in excess of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally50,000.00) (as estimated by a licensed architect selected by Tenant and reasonably approved by Landlord) without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in connection with form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any Tenant Improvementsuch condition shall not be deemed to be unreasonable; and provided further, including any Capital Additionhowever, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such Tenant Improvement undertaken without Landlord's consent and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (b) Unless made on an emergency basis to prevent injury to person or property, no structural alteration shall be undertaken without Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord may condition its consent to any proposed Tenant Improvement on the receipt of a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of such proposed Tenant Improvement and any such condition shall not be deemed to be unreasonable; and provided further, however, that Tenant shall provide notice to Landlord of any Tenant Improvement undertaken without its consent as soon as practicable and Landlord may, within thirty (30) days after receipt of any such notice, demand from Tenant a writing in form and substance reasonably acceptable to Landlord evidencing Tenant's covenant to restore the Leased Property to its condition as of the time immediately prior to the construction of any such emergency Tenant Improvement and Tenant shall, within ten (10) days after receipt of any such demand from Landlord, provide such a writing to Landlord. (c) The written consent of the Fee Mortgagee with copies respect to the Facility must be obtained before the commencement of any work hereunder whenever such consent is required under the terms of the Fee Mortgage. In addition, the written consent of Prime Landlord must be obtained before the commencement of any work hereunder if such work would be "Changes or Alterations" under Article 10 of the Prime Lease. (d) The reasonable cost and expense of Landlord's and the Fee Mortgagee's review of any plans and specification therefor, Tenant's budget relating thereto, specifications required to be furnished to Landlord or the Fee Mortgagee pursuant to Section 11.2 hereof shall be paid by Tenant to Landlord as Additional Rent. (e) The provisions of Section 11.2 hereof shall apply to any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating work performed by Tenant pursuant to such Tenant Improvement as Landlord shall reasonably requestthis Article XI.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during During the Term of this Lease or any Extension Term, as the case may beAgreement, so long as no Event of Default shall have occurred and be continuing as to the Leased Property that is the subject of such Leased Propertyimprovements, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such any Leased Property as deemed necessary or useful to operate such the Leased Property for Tenant's Business as a correction or detention facility (the "Primary Intended Use") (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements")) with the prior written consent of the Landlord, which will not be unreasonably withheld or delayed, may be given or withheld in Landlord's discretion. "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a particular Leased Property, which are constructed on any parcel of land or portion of the Land comprising of a particular Leased PropertyProperty during the Term of any individual Lease, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a any Leased Property which are not normal, ordinary or recurring to maintain such the Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as Tenant will submit plans to each Leased Property, Tenant must obtain Landlord for Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) 500,000 or a cost which, when aggregated with the costs of all such Tenant Improvements on such for any individual Leased Property Facility in a given the same Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars $1,000,000. Such $500,000 and $1,000,000 amounts shall be increased by four percent ($250,000)4%) per annum, cumulatively for each subsequent Lease Year. Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental government permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request.

Tenant's Right to Construct. As to each Leased Property, --------------------------- during the Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or collectively, the "Tenant Improvements"). "Capital Additions" shall mean the construction of one or more new buildings or one or more additional structures annexed to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased Property. Except as otherwise agreed to by Landlord herein or otherwise in writing, any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person or property, as to each Leased Property, Tenant must obtain Landlord's prior written approval, such approval not to be unreasonably withheld or delayed, for any Capital Addition or for any Tenant Improvement which is not a Capital Addition and which has a cost of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including any Capital Addition, Tenant shall provide Landlord with copies of any plans and specification therefor, Tenant's budget relating thereto, any required governmental permits or approvals, any construction contracts or agreements relating thereto, and any other information relating to such Tenant Improvement as Landlord shall reasonably request. In addition to the preceding rights and obligations, Tenant or its franchisor may erect on the Property the maximum amount of signage permitted by applicable laws.

Tenant's Right to Construct. As Subject to each Leased Propertythe prior written approval of Landlord in its reasonable discretion, --------------------------- during the Lease Term of this Lease or any Extension Term, as the case may be, so long as no Event of Default shall have occurred and be continuing as to such Leased Property, Tenant may make Capital Additions (as defined herein), or other alterations, additions, changes and/or improvements to such Leased the Property as deemed necessary or useful to operate such Leased Property for Tenant's Business (individually, a "Tenant Improvement," or and collectively, the "Tenant Improvements"). "Capital Additions" Notwithstanding the foregoing, if Tenant proposes to make any Tenant Improvements that would create an additional source of revenue at the Property (i.e., tennis courts, swim facility, etc.) that is not currently included in the calculation of Gross Golf Revenue, Landlord shall mean not be obligated to consent to such improvement unless the construction of one or more new buildings or one or more additional structures annexed Percentage Rent is adjusted hereunder in a manner satisfactory to any portion of any of the Improvements on a Leased Property, which are constructed on any parcel or portion of the Land comprising a Leased Property, including the construction of a new floor, or the repair, replacement, restoration, remodeling or rebuilding of the Improvements or any portion thereof on a Leased Property which are not normal, ordinary or recurring to maintain such Leased PropertyLandlord. Except as otherwise agreed to by Landlord herein or otherwise in writing, any Any such Tenant Improvement or Capital Addition shall be made at Tenant's sole expense and shall become the property of Landlord upon termination of this Lease. Unless made on an emergency basis to prevent injury to person Person or property, as Tenant will submit plans and specifications for any Tenant Improvements, in the form necessary for any required building permits, to each Leased Property, Tenant must obtain Landlord for Landlord's prior written approval, such which approval not shall be at Landlord's reasonable discretion. Upon approval by Landlord: (a) Tenant shall diligently seek all governmental approvals and any other necessary private approvals (E.G., ground lessor, mortgagee, etc.) relating to be unreasonably withheld or delayed, for any Capital Addition or for the construction of any Tenant Improvement which is not a Capital Addition and which has a cost Improvement; and (b) once Tenant begins the construction of more than One Hundred Thousand Dollars ($100,000) or a cost which, when aggregated with the costs of all such Tenant Improvements on such Leased Property in a given Lease Year, would cause the total costs of all such Tenant Improvements on such Leased Property to exceed Two Hundred Fifty Thousand Dollars ($250,000). Additionally, in connection with any Tenant Improvement, including Tenant shall diligently prosecute any Capital Additionsuch Tenant Improvement to completion in accordance with applicable insurance requirements and the laws, rules and regulations of all governmental bodies or agencies having jurisdiction over the Property; and (c) Subject to Landlord's obligation to make funds available to Tenant as provided in Section 12.3 and Section 12.4, Tenant shall provide Landlord with copies not suffer or permit any mechanics' liens or any other claims or demands arising from the work of construction of any plans and specification therefor, Tenant's budget relating thereto, Tenant Improvement to be enforced against the Property or any required governmental permits or approvals, any construction contracts or agreements relating theretopart thereof, and Tenant agrees to hold Landlord and the Property free and harmless from all liability from any other information relating to such Tenant Improvement as Landlord liens, claims or demands, together with all costs and expenses in connection therewith; and (d) all work shall reasonably requestbe performed in a good and workmanlike manner.