Common use of Tenant’s Work Clause in Contracts

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except For purposes of this Article 5, the term "Tenant's Work" shall mean and refer to the construction and installation of all aspects of the Project as may set forth in detail in the Development Agreement, including the Improvements, and all other equipment, fixtures, pipes, wiring, mechanical systems and other property and systems necessary to the operation of the Project. All of Tenant's work shall be expressly done in the manner required by the Development Agreement and shall be completely lien-free (except as provided in this leaseSections 11.1 and 11.2 hereof, and except as otherwise permitted by the Development Agreement and the ESA). Tenant shall use commercially reasonable efforts to obtain warranties for Tenant's Work from its contractors and to enforce such warranties so that defects in Tenant's Work are corrected. If any warranties are not assignable to Landlord, Tenant shall nevertheless use reasonable diligence to keep such warranties in effect and to enforce the same. Tenant further agrees that if it determines that any portion of the Tenant's Work contains a material defect, it shall promptly notify Landlord of such defect and of the action which Tenant proposes to take or requires its contractors to take to remedy the same, provided that Tenant shall not replace take any fixtures action that may prejudice Landlord's ability to assert its warranty rights (if any) without Landlord's prior written consent. Without limiting the foregoing, Tenant reserves the right to install its own security system on the Project Site and Landlord, notwithstanding any other provision of this Lease to the contrary, understands and agrees that Tenant shall have the right to limit or restrict Landlord's access to the Project Site for reasonable safety and security purposes, but subject to Landlord's rights under Section 14.1 below and as provided for in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), ESA and the Development Agreement. Subject to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralrights of Tenant under Sections 11.1 and 11.2 hereof, and (b) does not (i) affect any part of except as permitted by the Real Property outside Development Agreement and the Premises (including the Building roof) or the exterior of the PremisesESA, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such all of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s 's Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and workercompleted lien-like manner using new materials of first class quality free and in compliance accordance with this leaseall Applicable Law. At Landlord's election, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s 's Work shall be fully paid for by Tenant when payment is due and coordinated with Landlord's construction manager (who shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered unreasonably interfere with the Premises, at the expiration rendition of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s 's Work). Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changeschanges to the Premises, improvementsthe Building, alterations the Building systems, or additions any part thereof (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇Landlord’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if provided that Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property Building outside the Premises (including the Building roof) or the exterior of the Premises, (ii) adversely affect any structural element of the Building, Building (iii) adversely affect any Building system, system or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (db) is performed only by contractors and or subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of , except that any Tenant’s Work as are cosmetic alterations (such as painting the interior which affects any Building system shall be performed by a contractor or subcontractor designated by Landlord or then on Landlord’s list, if any, of the Premises, carpeting, approved contractors and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”subcontractors for that work), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like professional manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord). As part If Tenant’s Work consists solely of the installation of Tenant’s WorkProperty in the Premises, Tenant shall soundproof a change affecting only Tenant’s Property in the Premises and install appropriate ventilation if required so that Tenant’s use or the painting, carpeting or decorating of the Premises Premises, Landlord’s consent shall not result in noise and/or odors being transmitted outside the Premises. be required, provided (i) Tenant gives Landlord 10 days prior notice of such Tenant’s Work (with reasonable details of the work to be performed), (ii) all of the other applicable provisions of this lease shall be fully paid for by Tenant when payment is due apply and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. (iii) such Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term does not violate clauses (a) or the sooner termination (b) of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Section. Prior to commencing performing any Tenant’s Work other than purely Cosmetic Alterationswhich, pursuant to this Article, requires Landlord’s consent, Tenant shall, at Tenant’s expense, expense (a) deliver to Landlord Landlord, detailed plans and specifications, specifications for Tenant’s Work, Work in form reasonably satisfactory to Landlord, prepared, certified, signed Landlord prepared and sealed certified by an a registered architect or engineer licensed to practice in the State of New Yorkengineer, and suitable for filing with the applicable Authority, if filing is required by applicable Laws Law (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and (b) obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇Tenant’s Plans (which shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇Landlord’s consent to ▇▇▇▇▇▇Tenant’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work), Tenant shall (ac) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workAuthority, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (cd) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) of worker’s compensation insurance (covering all persons to be employed in the performance of by Tenant, and all contractors and subcontractors performing any Tenant’s Work), andcommercial general liability insurance (naming Landlord, Landlord’s managing agent, if any, any Superior Landlord and any Mortgagee as additional insureds) and Builder’s risk insurance (issued on a completed value basis), in form, with companies, for periods and in amounts reasonably required by Landlord, naming Landlord, Landlord’s managing agent, if any, any Superior Landlord and any Mortgagee as additional insureds, and (e) with respect to any Tenant’s Work costing more than $50,000, deliver to Landlord security in an amount equal to the total cost of such Tenant’s Work and reasonably acceptable to Landlord securing Tenant’s obligation to complete and pay for such Tenant’s Work. Tenant shall promptly reimburse Landlord for any reasonable out-of-pocket expenses incurred by Landlord in connection with Landlord’s review of Tenant’s Plans and inspection of Tenant’s Work, including outside experts retained by Landlord for that purpose. Following the completion of Tenant’s Work, Tenant shall, at Tenant’s expense, obtain and deliver to Landlord copies of all authorizations of any Authority required upon the completion of Tenant’s Work and “as-built” plans and specifications for Tenant’s Work prepared as reasonably required by Landlord. If, in connection with Tenant’s Work or any other act or omission of Tenant or Tenant’s employees, agents or contractors, a mechanic’s lien, financing statement or other lien or violation is filed against Landlord, or any part of the Premises, the Building or Tenant’s Work, Tenant shall, at Tenant’s expense, have it removed by bonding or otherwise within 30 days after Tenant receives notice of the filing. Tenant shall not employ, or permit the employment of, any contractor, subcontractor or other worker in the Premises, whether in connection with Tenant’s Work or otherwise, if such employment shall, in Landlord’s reasonable judgment, interfere or cause conflict with other contractors, subcontractors or workers in the Building. At Tenant’s request, Landlord shall join in any applications for any authorizations required from any Authority in connection with Tenant’s Work (to which Landlord has consented, if required pursuant to this Article), and otherwise cooperate with Tenant in connection with Tenant’s Work, but Landlord shall not be obligated to incur any expense or obligation in connection with any such applications or cooperation. Tenant shall not place a load on any floor of the Premises exceeding the floor load per square foot which the floor was designed to carry and which is allowed by any Law. On or before the Expiration Date, Tenant shall, at Tenant’s expense, remove from the Premises and the Building (a) Tenant’s trade fixtures, equipment and personal property which are removable without material damage to the Premises or the Building (“Tenant’s Property”), and (b) any Tenant’s Work which is not an ordinary nonstructural office installation and which Landlord designates for removal in a notice given by Landlord to Tenant on or before the date which is 90 days prior to the Fixed Expiration Date (or five days prior to the Earlier Expiration Date, if applicable), and repair any damage to the Premises or the Building caused by the installation or removal of Tenant’s Property or Tenant’s Work. If, at the time Tenant requests Landlord’s consent to Tenant’s Plans, Tenant requests Landlord to designate the portions of Tenant’s Work which must be removed pursuant to this Section, Landlord shall make that designation on the date Landlord gives Landlord’s consent to Tenant’s Plans. Except as expressly provided in this Section, Tenant’s Work shall not be removed and shall, on the Expiration Date, become the property of Landlord. Any Tenant’s Property or Tenant’s Work (which Tenant was required to remove) which is not removed by Tenant by the Expiration Date shall be deemed abandoned and may, at Landlord’s option, be retained as Landlord’s property or disposed of by Landlord at Tenant’s expense. The following defined terms are used in this Article:

Tenant’s Work. Section 5.1 Except as (a) Tenant shall prepare, at its sole cost and expense (against which the Landlord’s Contribution may be expressly provided applied), a set of design/development plans in this leasesubstantial conformity with the concept plan approved by Landlord (subject to Landlord’s review of further details regarding access and maintenance of the tel/data room and access, maintenance and ventilation issues in connection with components located on the third floor along the window line) and attached hereto as Exhibit G, Tenant shall not replace any fixtures Design and Construction Guidelines attached hereto as Exhibit H (“Tenant Design and Construction Guidelines”) and the allocation of responsibilities set forth in the Landlord/Tenant Matrix sufficient for Landlord to approve Tenant’s proposed design of the Premises or make any changes(“Design/Development Plans”), improvements, alterations or additions and a full set of final permit-ready construction drawings (collectively, “Final Construction Drawings”) for the interior finish and layout of the initial improvements (“Tenant’s Work”), ) which Tenant desires to have performed in the Premises. The Design/ Development Plans and the Final Construction Drawings are collectively referred to herein as the “Plans.” Provided that no Default has occurred and remains outstanding, Landlord shall reimburse Tenant up to $4,358.60 ($.10 per RSF) for out of pocket costs incurred in preparing the Real Property, initial test fit of the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and Premises. (b) does not (i) affect any part The Plans shall be submitted to Landlord, together with a construction budget setting forth the anticipated costs for the Tenant’s Work, and Landlord shall approve or disapprove of the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesPlans, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld withheld, conditioned or delayed, and Landlord shall respond in any event within fifteen (15) days of receiving them. No work shall be conducted by or on behalf of Tenant until the Final Construction Drawings have been approved for such work in writing by Landlord. At Tenant’s sole cost and expense (against which the Landlord’s Contribution may be applied), Tenant shall cause the Plans to be revised in a manner sufficient to remedy the Landlord’s objections and/or respond to the Landlord’s concerns and for such revised Plans to be redelivered to Landlord, and Landlord shall approve or disapprove such portions of the Plans to which Landlord previously commented within seven (7) Business Days following the date of resubmission. ▇▇▇▇▇▇▇▇Landlord’s consent failure to timely respond to Tenant’s submitted Plans or revised Plans shall be deemed to be approval thereof provided that upon submitting such plans, Tenant provides written notice to Landlord stating “IF LANDLORD FAILS TO RESPOND TO THE ENCLOSED PLANS WITHIN 15 DAYS (OR 7 BUSINESS DAYS AS APPLICABLE), LANDLORD’S APPROVAL SHALL BE DEEMED GIVEN PURSUANT TO SECTION 5.2(b) OF THE LEASE” in upper case boldface type in the top margin of such notice. Landlord’s approval is solely given for the benefit of Landlord and Tenant under this Section and neither Tenant nor any third party shall have the right to rely upon Landlord’s approval of the Plans for any other purpose whatsoever. (c) Landlord shall not charge Tenant any coordination, overhead or contractor supervision fees in connection with Tenant’s Work; provided, however that Landlord shall be reimbursed from the Landlord’s Contribution for any third-party, out of pocket expenses incurred by Landlord in connection with the review and approval of Tenant’s Work. (d) The Plans shall be stamped by a Massachusetts registered architect and engineer, such architect and engineer and Tenant’s general contractor and subcontractors, being subject to Landlord’s prior approval, which shall not be unreasonably withheld, conditioned or delayed, and shall comply with the Legal Requirements and the requirements of the Tenant Design and Construction Guidelines. The final approved Plans shall be in a form satisfactory to appropriate governmental authorities responsible for issuing permits, approvals and licenses required with respect to such of for Tenant’s Work as are cosmetic alterations Work. (such as painting the interior of the Premises, carpeting, and installation of shelving and display casese) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performedcompleted in accordance with the Plans and no material changes to Tenant’s Work shall occur without Landlord’s approval as set forth herein. All of the Tenant’s Work shall be performed in accordance with the requirements set forth in the Tenant Design and Construction Guidelines and completed in a first class workmanlike manner. Tenant shall be solely responsible for the effect of the Tenant’s Work on the Building’s structure and systems, whether or not Landlord has consented to the Alterations, and shall reimburse Landlord on demand for any costs incurred by Landlord by reason of any faulty work done by Tenant or its contractors. All of Tenant’s Work shall be performed in such manner as to maintain harmonious labor relations and to minimize any material interference with Building operations or other construction work being performed within the Building. (f) Tenant shall use diligent efforts to keep the Project and Tenant’s leasehold interest therein free of any liens or claims of liens arising from acts or omissions of Tenant, or its subtenants, contractors or others claiming by, through or under Tenant, and shall discharge or bond any such liens within ten (10) Business Days following notice to Tenant of their filing. Before commencement of any work, upon Landlord’s request, Tenant’s contractor shall provide a payment, performance and lien indemnity bond required by Landlord. Tenant shall provide evidence of such insurance as Landlord may reasonably require, naming Landlord as an additional insured. Tenant shall indemnify Landlord and hold it harmless from and against any cost, claim, or liability arising from any work done by or at the direction of Tenant. (g) All alterations affixed to the Premises shall become part thereof and remain therein at the end of the Term unless otherwise agreed to by Landlord and Tenant. However, if Landlord gives Tenant a notice, at the time Landlord approves the Plans, to remove any alterations, Tenant shall do so and shall pay the cost of removal and any repair required by such removal. (h) All of Tenant’s personal property, trade fixtures, equipment, furniture, movable partitions, and any alterations not affixed to the Premises shall remain Tenant’s property, removable at any time. If Tenant fails to remove any such materials at the end of the Term, Landlord may do so and store them at Tenant’s expense, with diligence when started so as without liability to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon may sell them at public or private sale and be surrendered with apply the Premisesproceeds to any amounts due hereunder, at the expiration including costs of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights theretoremoval, in which case Tenant shall be obligated to remove such Tenant’s Workstorage and sale. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may The facilities, materials, and work to be expressly provided in this leasefurnished, Tenant shall not replace any fixtures installed, and performed in the Premises or make any changes, improvements, alterations or additions (collectively, by Tenant are referred to as the “Tenant’s Work”),” which shall include any and all installations, materials, and work which may be undertaken by or for the account of Tenant other than Landlord’s Work described in ¶ 8.1 above, to prepare, equip, decorate, and furnish the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Premises and/or Premises for Tenant’s Work (a) is nonstructural, continued occupancy and (b) does not (i) affect any part of shall include the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such connection and/or rewiring of Tenant’s Work as are cosmetic alterations (such as painting telephone and data lines. Tenant shall not permit any liens to accrue or be filed against the interior of Building or Development in connection the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part performance of Tenant’s Work, . Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, obtain all necessary permits for Tenant’s Work, which shall be completed in form reasonably satisfactory compliance with all applicable Laws and codes and in accordance with the highest standards of best construction practices. The parties agree that Tenant’s Work, to be completed by Tenant under Landlord’s supervision, prepared, certified, signed and sealed by an architect or engineer licensed to practice as provided in the State of New YorkLease, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “at Tenant’s Plans”), sole cost and obtain Landlord’s approval of expense as soon as reasonably feasible after the Effective ▇▇▇▇▇▇, shall include the following items and the following items only: (a) reconfiguration the existing Premises to create areas designated A, D, E, F, & G as shown on the site plan attached hereto as Exhibit B and incorporated herein by reference (the “Site Plan”); (b) repair of the HVAC serving the main conference room — apply up to $3K in TI’s Plans. for upgraded compressor. (c) remodeling of kitchenette; (d) installation of light tubes for Area A shown on the Site Plan; (e) installation of carpet for Areas A, B, C, D, E, F, & G as shown on the Site Plan; (f) installation of a keycard access system; (g) update ▇▇▇▇. ▇ external paint accent colors to match ▇▇▇▇’s approval of . ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except The Tenant acknowledges and agrees that, except for the Landlord’s Work, the Tenant accepts the Leased Premises on an “as is, where is” basis, and that the Landlord has made no representation or warranty whatsoever as to the condition of the Leased Premises and/or the suitability thereof for the Tenant’s intended use. The Tenant shall be responsible for all other work which may be expressly provided required to be completed in, on or to the Leased Premises (subject to the provisions of this Lease) in this leaseorder for the Tenant to occupy, Tenant shall not replace any fixtures in use and enjoy the Leased Premises or make any changes, improvements, alterations or additions and conduct its business therefrom (collectively, the “Tenant’s Work”), . Prior to commencement of the PremisesFixturing Period, the Real Property, Tenant shall provide a copy of its plans and specifications for the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralto the Landlord for its prior written approval prior to commencing construction, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent The Tenant agrees that, on or before July 6, 2004, it shall not be required provide the Landlord with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior following preliminary plans, drawings and specifications for the approval of the Premises, carpeting, and installation of shelving and display casesLandlord (where required) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions terms of this Article that Landlord relinquishes its rights theretoLease, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterationsnamely: • Architectural; • Structural (if any); • Electrical; • Mechanical, Tenant shallincluding plumbing, at Tenant’s expenseheating, deliver to Landlord detailed plans air conditioning, sprinklers, ventilation and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in instrumentation (collectively the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval . The Landlord shall have a period of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval thirty (30) days following submission of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is to the Landlord within which to approve same, such approval not to be unreasonably withheld or delayed pursuant to this Articlewithheld. Before commencing If the Tenant’s WorkPlans are not approved or acting reasonably disapproved by the Landlord within thirty (30) days following the submission thereof to the Landlord for its approval, the Tenant shall have a period of five (a5) obtain (and deliver business days thereafter to Landlord copies of) all required permits and authorizations of any Authority for such workterminate this Lease without penalty. In the event the Tenant elects to terminate, and (b) deliver to Landlord such security as this Lease shall be reasonably satisfactory to null and void and of no further force or effect. If within five (5) business days following the expiry of the thirty (30) day period for the approval of the Tenant’s Plans by the Landlord, the Tenant does not elect to terminate this Lease by written notice to the Landlord, this Lease shall remain in full force and (c) deliver to Landlord certificates (effect in form reasonably acceptable to Landlord) evidencing accordance with its terms. The Tenant shall complete the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s WorkWork in accordance with the Tenant’s Plans approved by the Landlord, andin a good and workmanlike manner and in compliance with all applicable laws.

Tenant’s Work. Section 5.1 Except as (a) Tenant shall prepare, at its sole cost and expense (against which the Landlord’s Contribution may be expressly provided applied), a set of design/development plans in this leaseconformance with the concept plan approved by Landlord (subject to Landlord’s review of further details regarding access, maintenance and ventilation issues in connection with the cold room located on the second floor along the window line) and attached hereto as Exhibit H, Tenant shall not replace any fixtures Design and Construction Guidelines attached hereto as Exhibit I (“Tenant Design and Construction Guidelines”) and the allocation of responsibilities set forth in the Landlord/Tenant Matrix sufficient for Landlord to approve Tenant’s proposed design of the Premises or make any changes(“Design/Development Plans”), improvements, alterations or additions and a full set of final permit-ready construction drawings (collectively, “Final Construction Drawings”) for the interior finish and layout of the initial improvements (“Tenant’s Work”), ) which Tenant desires to have performed in the Premises. The Design/Development Plans and the Final Construction Drawings are collectively referred to herein as the “Plans.” Provided that no Default has occurred and remains outstanding, Landlord shall reimburse Tenant up to $6,159.10 ($.10 per RSF) for out of pocket costs incurred in preparing the Real Property, initial test fit of the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and Premises. (b) does not (i) affect any part The Plans shall be submitted to Landlord, together with a construction budget setting forth the anticipated costs for the Tenant’s Work, and Landlord shall approve or disapprove of the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesPlans, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld withheld, conditioned or delayed, and Landlord shall respond in any event within fifteen (15) days of receiving them. No work shall be conducted by or on behalf of Tenant until the Final Construction Drawings have been approved for such work in writing by Landlord. At Tenant’s sole cost and expense (against which the Landlord’s Contribution may be applied), Tenant shall cause the Plans to be revised in manner sufficient to remedy the Landlord’s reasonable objections and/or respond to the reasonable concerns and for such revised Plans to be redelivered to Landlord, and Landlord shall approve or disapprove such portions of the Plans to which Landlord previously commented seven (7) days following the date of resubmission. ▇▇▇▇▇▇▇▇Landlord may not disapprove anything on a set of Plans which it has previously approved in an earlier set of Plans unless new revealed by the applicable later iteration of Tenant’s consent Plans provides Landlord with a reasonable basis for doing so. Landlord’s failure to timely respond to Tenant’s submitted Plans or revised Plans shall be deemed to be approval thereof provided that upon submitting such plans, Tenant provides written notice to Landlord stating “IF LANDLORD FAILS TO RESPOND TO THE ENCLOSED PLANS WITHIN 15 DAYS (OR 7 DAYS AS APPLICABLE), LANDLORD’S APPROVAL SHALL BE DEEMED GIVEN PURSUANT TO SECTION 5.2(b) OF THE LEASE” in upper case boldface type in the top margin of such notice. Landlord’s approval is solely given for the benefit of Landlord and Tenant under this Section and neither Tenant nor any third party shall have the right to rely upon Landlord’s approval of the Plans for any other whatsoever. (c) Landlord shall not charge Tenant any coordination, overhead or contractor supervision fees in connection with Tenant’s Work; provided, however that Landlord shall be reimbursed from the Landlord’s Contribution for any reasonable third-party, out of pocket expenses incurred by Landlord in connection with the review and approval of Tenant’s Work. (d) The Plans shall be stamped by a Massachusetts registered architect and engineer, such architect and engineer and Tenant’s general contractor and subcontractors, being subject to Landlord’s prior approval, which shall not be unreasonably withheld, conditioned or delayed, and shall comply with the Legal Requirements and the requirements of the Tenant Design and Construction Guidelines. The final approved Plans shall be in a form satisfactory to appropriate governmental authorities responsible for issuing permits, approvals and licenses required with respect to such of for Tenant’s Work as are cosmetic alterations Work. (such as painting the interior of the Premises, carpeting, and installation of shelving and display casese) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performedcompleted in accordance with the Plans and no material changes to Tenant’s Work shall occur without Landlord’s approval as set forth herein. All of the Tenant’s Work shall be performed in accordance with the requirements set forth in the Tenant Design and Construction Guidelines and completed in a first class workmanlike manner. Tenant shall be solely responsible for the effect of the Tenant’s Work on the Building’s structure and systems, whether or not Landlord has consented to the Alterations, and shall reimburse Landlord on demand for any costs incurred by Landlord that can be demonstrated by clear evidence to have been caused by reason of any faulty work done by Tenant or its contractors. All of Tenant’s Work shall be performed in such manner as to maintain harmonious labor relations and to minimize any material interference with Building operations. (f) Tenant shall use diligent efforts to keep the Project and Tenant’s leasehold interest therein free of any liens or claims of liens arising from acts or omissions of Tenant, or its subtenants, contractors or others claiming by, through or under Tenant, and shall discharge or bond any such liens within ten (10) Business Days following notice to Tenant of their filing. Tenant shall provide evidence of such insurance as Landlord may reasonably require, naming Landlord as an additional insured. Tenant shall indemnify Landlord and hold it harmless from and against any cost, claim, or liability arising from any work done by or at the direction of Tenant. (g) All alterations affixed to the Premises shall become part thereof and therein at the end of the Term. However, if Landlord gives Tenant a notice, at the time Landlord approves the Plans, to remove any alterations, Tenant shall do so and shall pay the cost of and any repair required by such removal. Notwithstanding the foregoing, within four weeks after the expiration or earlier termination of the Term of the Lease and provided that Tenant continues pay the periodic Rent obligation pending completion of the work, Tenant shall remove the stairwell shown on the Plans and installed as part of Tenant’s Work and restore the applicable to the condition existing as of the Effective Date. Tenant may elect to have Landlord perform stairwell infill restoration work at Tenant’s cost (in which case, no Rent shall be due Landlord assuming that Tenant is not otherwise is in possession of the Premises) upon written notice to Landlord at least six months prior to the expiration of the Term. If Tenant makes such election, Landlord will solicit at least three bids from contractors at least four months prior to the of the Term. Landlord will choose the lowest qualified bidder and arrange for such restoration work to be performed at Tenant’s cost within four weeks after the expiration or earlier of the Term of the Lease. Notwithstanding the foregoing, if Landlord has entered into a lease agreement with a tenant that desires that the stairwell remains in place, Tenant shall not be obligated to remove the staircase or pay for Landlord to do so. (h) All of Tenant’s personal property, trade fixtures, equipment, furniture, movable partitions, and any alterations not affixed to the Premises shall remain Tenant’s property, removable at any time. If Tenant fails to remove any such materials at the end of the Term, Landlord may do so and store them at Tenant’s expense, with diligence when started so as without liability to promptly complete it in Tenant, and may sell them at public or private sale and apply the proceeds to any amounts due hereunder, including costs of removal, storage and sale. (i) Tenant desires to achieve a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and LEED Gold Certification for Tenant’s Plans (as defined in Section 5.2) as approved by LandlordWork from the United States Green Building Council. As part of Upon Tenant’s request, Landlord shall cooperate with such process and provide all information and documentation reasonably required in connection therewith provided that such cooperation shall not cause Landlord to incur any cost or liability including, without limitation, required modifications to Landlord’s Work, Tenant . Nothing contained herein shall soundproof the Premises and install appropriate ventilation if required so be construed as a warranty or guaranty that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall aspirational LEED certification will necessarily be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales achieved or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Workmaintained. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease4.01 At its own expense, Tenant shall not replace any fixtures provide all design, engineering, plans, specifications, drawings, permits, fees, work, labor, skill and equipment required to complete the Premises for occupancy, and shall construct the Tenant's Improvements in accordance with Tenant's Drawings, approved in the Premises or make any changes, improvements, alterations or manner set forth herein. 4.02 The following shall be carried out at Tenant's expense and by Landlord's contractor: (1) all approved modifications and/or additions (collectively, “Tenant’s Work”), to the Premisesshell building structural system, the Real Property, the Building roof and life safety systems, or any part thereofincluding, without ▇▇▇▇▇▇▇▇’s prior consentlimitation, installation of approved modifications and additions for the existing shell building sprinkler system, and (2) any drilling, cutting, coring and patching for conduit, pipe sleeves, chases, duet equipment, or openings in the floors, walls, columns or roofs of the Premises which is approved by Landlord. The following may be carried out by Tenant's contractor at Tenant's expense subject to the requirements of Section 4.03 below: (1) all approved modifications to the shell building plumbing, heating, cooling, ventilating, exhaust, control and electrical distribution systems as installed by Landlord’s consent , and (2) patching of building standard fireproofing, if applicable. 4.03 Modifications to the shell building systems set forth in Section 4.02 and special requirements of Tenant will be considered by Landlord only if applied for at the time Tenant's Drawings are submitted for approval and if they are compatible with the capacity and character of the shell building. Drawings for such proposed modifications shall be certified (sealed) by an architect duly registered in the State of Utah. Landlord shall not be unreasonably withheld required to grant its consent to allow Tenant's contractor to perform such work unless Tenant agrees to obtain from Landlord's subcontractor(s) originally responsible for the installation of such shell building systems written statements in form satisfactory to Landlord, that Tenant's modifications of such shell building systems will be performed in a good workmanlike manner and specifically affirming the continued validity of any and all warranties and guaranties in effect prior to commencement of Tenant's Work from each such shell building systems subcontractor. Restrictions on mechanical and electrical connections by Tenant may be imposed as reasonably necessary by Landlord to insure that no warranty or delayed if Tenant’s Work guarantee pertaining to the shell building is lost or jeopardized. 4.04 No construction work shall be undertaken or commenced by Tenant until: (a) is nonstructuralTenant's Drawings have been submitted to and approved or deemed approved by Landlord, and and (b) does all necessary building permits and required insurance coverages have been secured and certificates of insurance delivered to Landlord. 4.05 Tenant shall proceed with its work expeditiously, continuously, and efficiently, and shall complete the same by the date one hundred twenty (120) days following the Delivery Date. Failure of Tenant to complete by such date shall not (i) affect any part prevent commencement of the Real Property outside the Premises (including the Building roof) or the exterior term of the PremisesLease or commencement of any rental or other charges payable by Tenant under the Lease. 4.06 Tenant shall ensure that all materials, (ii) affect skill and workmanship in Tenant's Work shall be of uniformly high quality, not less than building standard, and in accordance with the best standards of practice and any structural element governing codes or regulations. Tenant shall have the obligation to timely deliver any materials and equipment and labor to be supplied by Tenant so as not to delay substantial completion of Tenant's Work. Tenant represents and warrants that Tenant's Drawings and the Buildingimprovements contemplated thereby shall be in compliance with applicable building and zoning laws, (iii) adversely affect ordinances, regulations and any Building systemcovenants, conditions or (iv) require an amendment restrictions affecting the Shopping Center, and that the same are in accordance with good engineering and architectural practice, and that Tenant's Drawings are sufficient for issuance of a building permit for Tenant's Work. Further, Tenant shall be responsible for obtaining the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such Tenant's Work, and shall furnish the same to Landlord prior to the Commencement Date. 4.07 Tenant shall appoint a representative as Tenant's representative with full authority to make decisions and commitments on behalf of Tenant in respect to Tenant’s 's Work as are cosmetic alterations (such as painting and changes therein. 4.01 All Tenant's Work shall be confined to the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions exception of this lease. Tenant’s Work sign mountings, which shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and performed in compliance with this lease, all Laws Landlord's sign criteria and Tenant’s Plans (as defined in Section 5.2) as the approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Worksign drawings. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as 12.01. Tenant may be expressly provided in this leasefrom time to time, Tenant shall not replace any fixtures in the Premises or at its sole expense, make any changessuch alterations, improvementsadditions, alterations or additions installations, repairs, substitutions and improvements (collectively, hereinafter collectively called “Tenant’s Work”), ) in and to the PremisesPremises in accordance with this Article. Certain work completed by Tenant is considered “Immaterial Changes”, which is excluded from Tenant’s Work and may be completed by Tenant at its sole cost and expense without Landlord’s consent on the following conditions: (a) neither the outside appearance of the Buildings nor any of its structural parts shall be affected; (b) no material change or impact to the mechanical, electrical, sanitary and other systems of the Buildings, and the usage of such systems by Tenant shall not be materially increased; (c) ingress or egress to the Premises shall not be affected in any material respect; (d) normal maintenance and repairs in the ordinary course of operation; and (e) in performing the work involved in making such changes, Tenant shall be bound by and observe all of the conditions and covenants contained in this Lease. Tenant’s Work, other than Immaterial Changes, shall be done only upon prior written consent of Landlord, and at such times and in such manner as Landlord may from time to time reasonably designate. Prior to the commencement of any Tenant’s Work, Tenant shall submit to Landlord, for Landlord’s written approval, plans and specifications (to be prepared by and at the expense of Tenant) of such proposed Tenant’s Work in detail satisfactory to Landlord (such plans and specifications as approved by Landlord, the Real Property, “Plans and Specifications”) at least 30 days prior to such work. Any mechanic’s lien filed against the Building systemsPremises for work done or claimed to have been done for, or any part materials furnished or claimed to have been furnished to, Tenant shall be discharged by Tenant within thirty (30) days thereafter, by filing the bond required by law or otherwise. Tenant’s Work shall at all times comply with (1) laws, rules, orders and regulations of governmental authorities having jurisdiction thereof, without ▇(2) plans and specifications prepared by and at the expense of Tenant theretofore submitted to Landlord for L▇▇▇▇▇▇▇’s prior consentwritten approval. Landlord’s consent shall not be unreasonably withheld or delayed if No Tenant’s Work shall be begun until Landlord has approved such Plans and Specifications, and no amendments or additions to such Plans and Specifications shall be made without the prior written consent of Landlord, except as set forth in items (a) is nonstructural, through (e) above regarding Immaterial Changes. 12.02. Prior to Tenant’s undertaking Tenant’s Work and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇together with T▇▇▇▇▇’s consent shall not be required with respect request for permission to perform such of Tenant’s Work (and as are cosmetic alterations a condition precedent to the effectiveness of any such request) there shall be delivered to Landlord: (i) a performance bond naming Landlord as a co-obligee, and (ii) a labor and material payment bond, both of which shall be in form and substance satisfactory to Landlord in all respects. Each such as painting bond shall be in an amount equal to the interior cost of all of the Premiseswork desired to be performed for which approval is being sought and shall guaranty the full completion of and total payment for all of such work, carpetingfree and clear of all liens, encumbrances, chattel mortgages and installation conditional bills of shelving and display cases) inside sale. Tenant shall also cause all contractors, subcontractors, materialmen and/or suppliers engaged by or on behalf of Tenant in connection therewith to be notified in writing that a consent by Landlord to the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions making of this lease. any such Tenant’s Work shall not be performed, at Tenantor be deemed to be a consent by Landlord to the filing of any mechanic’s expense, with diligence when started so as to promptly complete it lien against the interest of Landlord in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. 12.03. Tenant’s Work Nothing contained in this Lease shall be fully paid construed to give Tenant any right, power or authority to contract for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by permit the granting rendering of any security interests, liens, encumbrances work or financing statements. Tenantthe furnishing of any material which might give rise to the filing of any mechanic’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with or other lien against the Premises, at the expiration of the Term (or the sooner termination interest of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Worktherein. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease4.01 At its own expense, Tenant shall not replace any fixtures provide all design, engineering, plans, specifications, drawings, permits, fees, work, labor, skill and equipment required to in accordance with Tenant's Drawings, approved in the Premises or make any changes, improvements, alterations or manner set forth herein. 4.02 The following shall be carried out at Tenant's expense and by Landlord's contractor: (1) all approved modifications and/or additions (collectively, “Tenant’s Work”), to the Premisesshell building structural system, the Real Property, the Building roof and life safety systems, or any part thereofincluding, without ▇▇▇▇▇▇▇▇’s prior consentlimitation, installation of approved modifications and additions for the existing shell building sprinkler system, and (2) any drilling, cutting, coring and patching for conduit, pipe sleeves, chases, duet equipment, or openings in the floors, walls, columns or roofs of the Expansion Premises which is approved by Landlord. The following may be carried out by Tenant's contractor at Tenant's expense subject to the requirements of Section 4.03 below: (1) all approved modifications to the shell building plumbing, heating, cooling, ventilating, exhaust, control and electrical distribution systems as installed by Landlord’s consent , and (2) patching of building standard fireproofing, if applicable. 4.03 Modifications to the shell building systems set forth in Section 4.02 and special requirements of Tenant will be considered by Landlord only if applied for at the time Tenant's Drawings are submitted for approval and if they are compatible with the capacity and character of the shell building. Drawings for such proposed modifications shall be certified (sealed) by an architect duly registered in the State of Utah. Landlord shall not be unreasonably withheld required to grant its consent to allow Tenant's contractor to perform such work unless Tenant agrees to obtain from Landlord's subcontractor(s) originally responsible for the installation of such shell building systems written statements in form satisfactory to Landlord, that Tenant's modifications of such shell building systems will be performed in a good workmanlike manner and specifically affirming the continued validity of any and all warranties and guaranties in effect prior to commencement of Tenant's Work from each such shell building systems subcontractor. Restrictions on mechanical and electrical connections by Tenant may be imposed as reasonably necessary by Landlord to insure that no warranty or delayed if Tenant’s Work guarantee pertaining to the shell building is lost or jeopardized. 4.04 No construction work shall be undertaken or commenced by Tenant until: (a) is nonstructuralTenant's Drawings have been submitted to and approved or deemed approved by Landlord, and and (b) does all necessary building permits and required insurance coverages have been secured and certificates of insurance delivered to Landlord. 4.05 Tenant shall proceed with Tenant's Work with respect to Tenant's Expansion Improvements expeditiously, continuously, and efficiently, and shall complete the same by the date one hundred twenty (120) days following the Expansion Date. Failure of Tenant to complete by such date shall not (i) affect any part prevent commencement of the Real Property outside commencement of any rental or other charges payable by Tenant under the Premises (including First Amendment and the Building roof) Lease. 4.06 Tenant shall ensure that all materials, skill and workmanship in Tenant's Work shall be of uniformly high quality, not less than building standard, and in accordance with the best standards of practice and any governing codes or regulations. Tenant shall have the exterior obligation to timely deliver any materials and equipment and labor to be supplied by Tenant so as not to delay substantial completion of Tenant's Work. Tenant represents and warrants that Tenant's Drawings and the Premisesimprovements contemplated thereby shall be in compliance with applicable building and zoning laws, (ii) affect ordinances, regulations and any structural element covenants, conditions or restrictions affecting the Shopping Center, and that the same are in accordance with good engineering and architectural practice, and that Tenant's Drawings are sufficient for issuance of the Buildinga building permit for Tenant's Work. Further, (iii) adversely affect any Building system, or (iv) require an amendment of Tenant shall be responsible for obtaining the certificate of occupancy for the Expansion Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such Tenant's Work, and shall furnish the same to Landlord prior to the Expansion Premises Rent Commencement Date. 4.07 Tenant shall appoint a representative as Tenant's representative with full authority to make decisions and commitments on behalf of Tenant in respect to Tenant’s 's Work as are cosmetic alterations (such as painting and changes therein. 4.08 All Tenant's Work shall be confined to the interior of the Expansion Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions exception of this lease. Tenant’s Work sign mountings, which shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and performed in compliance with this lease, all Laws Landlord's sign criteria and Tenant’s Plans (as defined in Section 5.2) as the approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Worksign drawings. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changeschanges to the Premises, improvementsthe Building, alterations the Building systems, or additions any part thereof (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if provided that Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property Building outside the Premises (including the Building roof) or the exterior of the Premises, (ii) adversely affect any structural element of the Building, Building (iii) adversely affect any Building system, system or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (db) is performed only by contractors and or subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of , except that any Tenant’s Work as are cosmetic alterations (such as painting the interior which affects any Building system shall be performed by a contractor or subcontractor designated by Landlord or then on Landlord’s list, if any, of the Premises, carpeting, approved contractors and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”subcontractors for that work), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like professional manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord). As part If Tenant’s Work consists solely of the installation of Tenant’s WorkProperty in the Premises, Tenant shall soundproof a change affecting only Tenant’s Property in the Premises and install appropriate ventilation if required so that Tenant’s use or the painting, carpeting or decorating of the Premises Premises, Landlord’s consent shall not result in noise and/or odors being transmitted outside the Premises. be required, provided (i) Tenant gives Landlord 10 days prior notice of such Tenant’s Work (with reasonable details of the work to be performed), (ii) all of the other applicable provisions of this lease shall be fully paid for by Tenant when payment is due apply and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. (iii) such Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term does not violate clauses (a) or the sooner termination (b) of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s WorkSection. Section 5.2 Prior to commencing performing any Tenant’s Work other than purely Cosmetic Alterationswhich, pursuant to this Article, requires Landlord’s consent, Tenant shall, at Tenant’s expense, expense (a) deliver to Landlord Landlord, detailed plans and specifications, specifications for Tenant’s Work, Work in form reasonably satisfactory to Landlord, prepared, certified, signed Landlord prepared and sealed certified by an a registered architect or engineer licensed to practice in the State of New Yorkengineer, and suitable for filing with the applicable Authority, if filing is required by applicable Laws Law (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and (b) obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇Tenant’s Plans (which shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇Landlord’s consent to ▇▇▇▇▇▇Tenant’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work), Tenant shall (ac) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workAuthority, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (cd) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) of worker’s compensation insurance (covering all persons to be employed in the performance of by ▇▇▇▇▇▇, and all contractors and subcontractors performing any Tenant’s Work), andcommercial general liability insurance (naming Landlord, Landlord’s managing agent, if any, any Superior Landlord and any Mortgagee as additional insureds) and Builder’s risk insurance (issued on a completed value basis), in form, with companies, for periods and in amounts reasonably required by Landlord, naming Landlord, ▇▇▇▇▇▇▇▇’s managing agent, if any, any Superior Landlord and any Mortgagee as additional insureds, and (e) with respect to any Tenant’s Work costing more than $50,000, deliver to Landlord security in an amount equal to the total cost of such ▇▇▇▇▇▇’s Work and reasonably acceptable to Landlord securing ▇▇▇▇▇▇’s obligation to complete and pay for such Tenant’s Work. Tenant shall promptly reimburse Landlord for any reasonable out-of-pocket expenses incurred by Landlord in connection with Landlord’s review of Tenant’s Plans and inspection of Tenant’s Work, including outside experts retained by Landlord for that purpose. Following the completion of Tenant’s Work, Tenant shall, at Tenant’s expense, obtain and deliver to Landlord copies of all authorizations of any Authority required upon the completion of Tenant’s Work and “as-built” plans and specifications for ▇▇▇▇▇▇’s Work prepared as reasonably required by Landlord. Section 5.3 If, in connection with ▇▇▇▇▇▇’s Work or any other act or omission of Tenant or Tenant’s employees, agents or contractors, a mechanic’s lien, financing statement or other lien or violation is filed against Landlord, or any part of the Premises, the Building or Tenant’s Work, Tenant shall, at Tenant’s expense, have it removed by bonding or otherwise within 30 days after Tenant receives notice of the filing. Section 5.4 Tenant shall not employ, or permit the employment of, any contractor, subcontractor or other worker in the Premises, whether in connection with Tenant’s Work or otherwise, if such employment shall, in Landlord’s reasonable judgment, interfere or cause conflict with other contractors, subcontractors or workers in the Building. Section 5.5 At Tenant’s request, Landlord shall join in any applications for any authorizations required from any Authority in connection with Tenant’s Work (to which Landlord has consented, if required pursuant to this Article), and otherwise cooperate with Tenant in connection with Tenant’s Work, but Landlord shall not be obligated to incur any expense or obligation in connection with any such applications or cooperation. Section 5.6 Tenant shall not place a load on any floor of the Premises exceeding the floor load per square foot which the floor was designed to carry and which is allowed by any Law. Section 5.7 On or before the Expiration Date, Tenant shall, at Tenant’s expense, remove from the Premises and the Building (a) Tenant’s trade fixtures, equipment and personal property which are removable without material damage to the Premises or the Building (“Tenant’s Property”), and (b) any Tenant’s Work which is not an ordinary nonstructural office installation and which Landlord designates for removal in a notice given by Landlord to Tenant on or before the date which is 90 days prior to the Fixed Expiration Date (or five days prior to the Earlier Expiration Date, if applicable), and repair any damage to the Premises or the Building caused by the installation or removal of Tenant’s Property or Tenant’s Work. If, at the time Tenant requests ▇▇▇▇▇▇▇▇’s consent to Tenant’s Plans, Tenant requests Landlord to designate the portions of Tenant’s Work which must be removed pursuant to this Section, Landlord shall make that designation on the date Landlord gives ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Plans. Except as expressly provided in this Section, Tenant’s Work shall not be removed and shall, on the Expiration Date, become the property of Landlord. Any Tenant’s Property or Tenant’s Work (which Tenant was required to remove) which is not removed by Tenant by the Expiration Date shall be deemed abandoned and may, at Landlord’s option, be retained as ▇▇▇▇▇▇▇▇’s property or disposed of by Landlord at Tenant’s expense.

Tenant’s Work.  (a) Tenant shall, in accordance with the terms and conditions of this Section 5.1 Except as may 1 and Section 2 of the Lease, construct or cause to be expressly provided in this leaseconstructed, Tenant shall not replace any fixtures certain improvements and perform other work to be approved and/or reasonably required by Landlord more completely described in the Premises or make any changes, improvements, alterations or additions hereinafter defined Tenant’s Plans (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent Tenant shall not be unreasonably withheld or delayed if proceed diligently with Tenant’s Work (ain order to have it fully completed and the Premises ready for occupancy by the Rent Commencement Date subject to any delays resulting from events of Force Majeure. Tenant’s Work shall be staged at locations reasonably acceptable to Landlord. Subject to the Improvement Allowance, provided in Section 1(d) is nonstructuralbelow, all of Tenant’s Work shall be done at Tenant’s sole cost and expense.  (b) does not (i) affect any part Tenant shall, as soon as reasonably practical after mutual execution of the Real Property outside Lease, submit plans and specifications (and, if requested by Landlord, a narrative description from Tenant’s architect) for Tenant’s Work as it relates to the Premises (including the Building roof) or the exterior of the Premisesto Landlord for its approval, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld withheld, conditioned or delayeddelayed (“Tenant’s Plans”). ▇▇▇▇▇▇▇▇Landlord shall have a period of ten (10) business days after receipt of Tenant’s consent Plans within which to either approve those plans or to make comments and changes thereon. If Landlord does not object to those plans within that ten (10) business day period, Landlord shall be deemed to have approved the same. If Landlord objects by making reasonably detailed comments to Tenant’s Plans, Tenant shall revise Tenant’s Plans in accordance with Landlord’s comments and resubmit them to Landlord for approval within ten (10) business days from the date of receipt of written comments from Landlord. Landlord shall then have five (5) business days after receipt of the revised Tenant’s Plans to approve the revised Tenant’s Plans. If Landlord fails to timely object to the revised Tenant’s Plans, Landlord shall be deemed to have approved the same. If Landlord objects by making reasonably, detailed comments to the revised portions of Tenant’s Plans, the revision process described herein shall be repeated. Once approved, Tenant shall not make material changes or material revisions to any of Tenant’s Plans without submitting the changes and revisions to Landlord for its review and approval in accordance with the procedures of this Section 1(b).  (c) Promptly after the approval of Tenant’s Plans, Tenant shall commence and thereafter proceed diligently with the completion of all Tenant’s Work in accordance with the terms hereof and the installation of the fixtures, furniture and equipment as may be necessary to prepare the Premises for the operation of business. Upon completion of Tenant’s Work, and prior to or contemporaneously with Tenant opening for business, Tenant shall deliver to Landlord a copy of a certificate of occupancy for the Premises, if required, together with copies of all other licenses and permits that are necessary for Tenant’s use and occupancy of the Premises.  Tenant shall, prior to commencement of Tenant’s Work, submit to Landlord for its review and approval (which shall not be required unreasonably withheld, delayed or conditioned) a true and complete copy of a guaranteed maximum price or stipulated sum contract with respect its general contractor (the “Construction Contract”). To the extent Tenant desires to such of make any changes to Tenant’s Plans that increase the cost of Exhibit A to Work Letter Agreement    the work under the Construction Contract, the increased costs shall be treated as are cosmetic alterations (such as painting the interior of the Premises, carpeting, “Excess Costs” and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies shall comply with the other applicable all provisions of this leaseWork Letter related thereto. Tenant’s Work shall be performed In addition, at Tenant’s expense, with diligence when started so as prior to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part the commencement of Tenant’s Work, Tenant shall soundproof the Premises submit to Landlord for its review and install appropriate ventilation if required so that Tenant’s use of the Premises approval (which shall not result in noise and/or odors being transmitted outside be unreasonably withheld, delayed or conditioned) a schedule of values (the Premises. “Schedule of Values”) that allocates the cost of Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting among various portions of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work.. The Schedule of Values shall be prepared in form and supported by data to substantiate its accuracy as Landlord or Landlord’s architect may reasonably require.  Section 5.2 Prior (d) With respect to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory Landlord shall pay to Landlord, prepared, certified, signed and sealed by Tenant an architect or engineer licensed amount equal to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Improvement Allowance as a contribution towards Tenant’s Plans”Work (and in no event shall the Improvement Allowance be used to purchase furniture, equipment or other personal property); provided, and obtain however, that up to 20% of the Improvement Allowance may be applied towards the soft costs of the Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (including architect, space planner, engineers, construction and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workproject management professionals, and (b) deliver permitting and license costs and fees. Landlord shall also provide Tenant, in addition to Landlord such security as shall be reasonably satisfactory the Improvement Allowance, an allowance of up to Landlord, $12,000 for test-fits on initial designs and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing layout of the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andPremises. 

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. consent at the Landlord’s sole discretion provided that Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇The City of Long Beach Commissioner of Public Works must approve of all Tenant’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed plans, subject to the extent ▇▇▇▇▇▇▇▇Commissioner’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Articlesole discretion. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andand (ii) commercial general liability insurance on a primary and non- contributory basis with a limit of liability approved by Landlord, and with contractual liability coverage, naming Landlord, its agents, employees and elected officials as additional insureds, and (iii) comprehensive automobile liability insurance (covering all owned, non-owned and/or hired motor vehicles to be used in connection with Tenant’s Work) with a limit of liability approved by Landlord and (iv) builders risk insurance for the full value of the Tenant's Work performed by such contractor and subcontractor. Section 5.3 Tenant shall reimburse Landlord, within fifteen (15) days of being billed therefore, for any reasonable out-of-pocket expenses incurred by Landlord in connection with ▇▇▇▇▇▇▇▇’s review of Tenant’s Plans and inspection of Tenant’s Work, including outside experts retained by Landlord for that purpose. ▇▇▇▇▇▇▇▇’s consent to Tenant’s Work and Landlord’s approval of Tenant’s Plans shall be without liability to or recourse against Landlord, shall not release Tenant from its obligations to comply strictly with the provisions of this lease, and shall not constitute any representation or warranty by Landlord regarding the adequacy for any purpose of Tenant’s Work or Tenant’s Plans or their compliance with Laws, and shall not relieve Tenant from obtaining ▇▇▇▇▇▇▇▇’s express written approval to revisions thereto. Promptly after substantial completion of Tenant’s Work, but in no event later than six (6) months after the commencement of such work, Tenant shall, at Tenant’s expense, obtain and deliver to Landlord copies of all sign-offs, letters of completion, approvals and certificates of any Authority required upon the completion of Tenant’s Work (including any required amendments to the certificate of occupancy for the Premises and/or Building) and “as-built” plans and specifications for Tenant’s Work prepared as reasonably required by Landlord. Section 5.4 If, in connection with Tenant’s Work or any other act or omission of Tenant or Tenant’s employees, agents or contractors, a mechanic’s lien, financing statement or other lien or violation of any Laws, is filed against Landlord or all or any part of the Real Property, Tenant shall, at Tenant’s expense, have such lien removed by bonding or otherwise within thirty (30) days after Tenant receives notice of the filing. Section 5.5 All construction managers, contractors and subcontractors performing work for which a license is required by applicable Laws, shall be licensed by the appropriate Authorities and approved by Landlord, which approval shall not be unreasonably withheld or delayed. ▇▇▇▇▇▇▇▇’s approval of such construction managers, contractors and subcontractors shall be without liability to or recourse against Landlord, shall not release Tenant from its obligations to comply strictly with the provisions of this lease, shall not constitute any warranty by Landlord regarding the adequacy, professionalism, competence or experience of the approved construction manager, contractor, or subcontractor, and shall not relieve Tenant from obtaining Landlord’s express prior written approval if Tenant seeks to employ any other or additional construction manager, contractor or subcontractor. Promptly following substantial completion of Tenant’s Work, but in no event later than six (6) months after the commencement of such work, Tenant shall furnish to Landlord lien waivers and releases, in form reasonably satisfactory to Landlord, from all construction managers, contractors, subcontractors, and materialmen furnishing work, services or materials in connection with Tenant’s Work. Section 5.6 Tenant shall require all its contractors and their subcontractors to work in harmony with other laborers working or providing services at the Real Property, and will prohibit the employment of people whose employment causes other laborers at the Real Property to picket or strike. Immediately after notice from Landlord that Tenant’s contractors, mechanics or laborers are interfering or causing conflict with other contractors, mechanics, laborers or Landlord’s personnel or that the performance of Tenant’s Work is causing a violation of any union contract affecting the Real Property, Tenant shall cause all its contractors, mechanics or laborers who are causing the interference or conflict to leave the Real Property and shall take such other action as may be reasonably necessary to resolve such interference or conflict. Section 5.7 At Tenant’s request, Landlord shall join in any applications for any authorizations required from any Authority in connection with Tenant’s Work to which Landlord has consented, and otherwise cooperate with Tenant in connection with Tenant’s Work, but Landlord shall not be obligated to incur any expense or obligation in connection with any such applications or cooperation. Section 5.8 Tenant shall not place a load on any floor of the Premises, Building, adjacent Boardwalk and Boardwalk Ramps, or Real Property exceeding the floor load per square foot which the floor was designed to carry and which is allowed by any Laws. Section 5.9 Tenant shall be liable for any damage caused to any part of the Building, adjacent Boardwalk and Boardwalk Ramps caused by Tenant, including its fixtures and equipment, arising from, or as a result of, Tenant's Work and/or its installation and/or removal of its Signs. If ▇▇▇▇▇▇ performs with ▇▇▇▇▇▇▇▇’s approval any work on the roof of the Building (for example, in connection with repair, maintenance, or installation of any air conditioning system), Tenant shall use only a contractor approved by Landlord for such work and shall not do or cause anything to be done which would invalidate Landlord’s then effective roof guaranty for the Premises. Tenant shall also be responsible for promptly repairing (including any necessary replacement) any damage to the roof or Building caused by such work; provided that Landlord may, at its option, effect any such repair or replacement, in which event Tenant shall reimburse Landlord for all costs incurred by Landlord in connection therewith within fifteen (15) days after Tenant is billed therefor. Section 5.10 On or before the Expiration Date or sooner termination of this lease, if applicable, Tenant shall, at Tenant’s expense, remove from the Building (a) all Tenant’s Work which Landlord designates for removal in a notice given by Landlord to Tenant on or before the date which is thirty (30) days prior to the Expiration Date (or prior to the sooner termination of this lease, if applicable) and (b) Tenant’s trade fixtures, equipment and personal property which are removable without material damage to the Premises or the Building (“Tenant’s Property”). Tenant shall repair any damage to the Premises, and/or the Real Property, caused by the installation or removal of Tenant’s Property, Signs or Tenant’s Work. Except as expressly provided in this Section, Tenant’s Work shall not be removed. Any Tenant’s Property or Tenant’s Work that Tenant was required to remove and which is not removed by Tenant by the Expiration Date or sooner termination of this lease shall be deemed abandoned and may, at Landlord’s option, be retained as Landlord’s property or disposed of by Landlord at Tenant’s expense.

Tenant’s Work. Section 5.1 Except as 4.1 At its own expense, Tenant will provide all design, engineering, plans, specifications, drawings, permits, fees, work, labor, skill and equipment required to complete the second floor of the Leased Premises for occupancy, and will construct the Leasehold Improvements in accordance with Tenant's Drawings, approved in the manner set forth herein. 4.2 All approved modifications to the existing second floor shell building heating, cooling, ventilating, exhaust, control, electrical distribution, life safety and other systems may be expressly provided carried out by Tenant's contractor at Tenant's expense subject to the requirements of Section 4.3 below. 4.3 Modifications to the shell building systems set forth in this leaseSection 4.2 and special requirements of Tenant can be considered by Landlord only if applied for at the time Tenant's Drawings are submitted for approval and if they are compatible with the capacity and character of the Leased Premises. Landlord will not be required to grant its consent to allow Tenant's contractor to perform such work unless Tenant agrees to obtain from the subcontractor(s) originally responsible for the installation of such shell building systems written statements in form satisfactory to Landlord specifically affirming the continued validity of any and all warranties and guaranties in effect prior to commencement of Tenant's installation of the Leasehold Improvements from each such shell building systems subcontractor. Restrictions on mechanical and electrical connections by Tenant may be imposed as reasonably necessary by Landlord to ensure that no warranty or guarantee pertaining to the shell building is lost or jeopardized. 4.4 No construction work will be undertaken or commenced by Tenant until: (a) Tenant's Drawings have been submitted to and approved by Landlord, and (b) all necessary building permits and required insurance coverages have been secured and certificates of insurance delivered to Landlord. 4.5 Tenant shall will proceed with its work expeditiously, continuously, and efficiently, and will complete the same in a good and workmanlike manner by the first (1st) anniversary of the Commencement Date. 4.6 Tenant will ensure that all materials, skill and workmanship in installing all Leasehold Improvements will be of uniformly high quality, not replace less than building standard, and in accordance with the best standards of practice and any fixtures governing codes or regulations. Tenant represents and warrants that Tenant's Drawings and the improvements contemplated thereby will be in compliance with applicable building and zoning laws, ordinances, regulations and any covenants, conditions or restrictions affecting the Leased Premises, and that the same are in accordance with good engineering and architectural practice, and that Tenant's Drawings are sufficient for issuance of a building permit for such work. EXHIBIT E RECORD AND RETURN TO: LATH▇▇ & ▇ATK▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ ▇▇▇ENTION: Wyli▇ ▇. ▇▇▇▇▇, ▇▇q. ____________ [SPACE ABOVE LINE FOR RECORDER'S USE ONLY] ____________ GREENWICH CAPITAL FINANCIAL PRODUCTS, INC. ("MORTGAGEE") and ADVANCED FIBRE COMMUNICATIONS, INC. ("LESSEE") SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT September 22, 1999 This instrument affects real property situated, lying and being in the Premises or make any changesCounty of Sonoma, improvementsState of California. SUBORDINATION, alterations or additions NON-DISTURBANCE AND ATTORNMENT AGREEMENT THIS SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT (collectivelythis "Agreement") is entered into as of September 22, “Tenant’s Work”1999 (the "Effective Date"), to the Premisesbetween GREENWICH CAPITAL FINANCIAL PRODUCTS, the Real PropertyINC., the Building systemsa Delaware corporation, or any part thereof, without whose address is 600 ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work ▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (a) is nonstructural"▇ortgagee"), and ADVANCED FIBRE COMMUNICATIONS, INC., a Delaware corporation, whose address is # 1 Wi▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (b) does not "▇essee"), with reference to the following facts: A. 99AF Petaluma L.L.C., a Delaware limited liability company, whose address is 1560▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ (i) affect any part of "▇essor"), owns the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed)real property commonly known as 1465 ▇. ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇ ▇▇▇▇▇▇▇▇’s approval ▇ (such real property, including all buildings, improvements, structures and fixtures located thereon, the "Leased Premises"), are more particularly described in Schedule A attached hereto and made a part hereof. B. Mortgagee has made or will make an acquisition loan to Purchaser (such loan, as it may be decreased, increased, or otherwise modified, and any replacement financing in substitution therefor, in whole or in part, the "Loan"). C. To secure the Loan, Purchaser has encumbered or will encumber the Leased Premises by entering into that certain Deed of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld Trust, Indenture of Mortgage, Assignment of Rents and Leases, Security Agreement and Fixture Filing dated September 15, 1999, in favor of Mortgagee (as amended, increased, renewed, extended, spread, consolidated, severed, restated, or delayed otherwise changed from time to time, the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not "Mortgage") to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed recorded in the performance Official Records of any Tenant’s Workthe County of Sonoma, andState of California (the "Land Records"). D. Pursuant to a Lease Agreement of even date herewith (the "Lease"), Lessor demised to Lessee the Leased Premises. E. Lessee and Mortgagee desire to agree upon the relative priorities of their interests in the Leased Premises and their rights and obligations if certain events occur.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, (a) The Tenant shall not replace any fixtures carry out its own fixturing at its own cost and expense as described in Schedule “H” attached hereto (the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), provided that Tenant has no obligation to the Premises, the Real Property, the Building systems, or complete any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside except as may be lawfully required to permit the Premises (including to be used by the Building roof) or Tenant as the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed)Tenant may choose to use them. ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Such Tenant’s Work shall be performedsubject to the approval of the Landlord, at acting reasonably and without undue delay or constraint and Landlord shall respond to any request for such approval within ten (10) Business Days after receipt of Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and request for approval or such Tenant’s Plans Work will be deemed approved. Save and except for the cost of the Landlord’s Work, the Landlord shall not be obligated to pay any leasehold credit or payment to the Tenant for any Leasehold Improvements. The Tenant agrees to finish the Premises to a standard commensurate with a cGMP facility for the Use. (as defined in Section 5.2b) as approved by Landlord. As part On completion of the Tenant’s Work, the Tenant shall soundproof forthwith furnish to the Landlord a statutory declaration stating that: (i) there are no construction liens outstanding against the Premises and install appropriate ventilation if required so that Tenant’s use on account of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully that have not been bonded off or otherwise addressed to the reasonable approval of the Landlord; (ii) that all accounts for work, services and materials have been paid for by Tenant when payment is due and shall not be financed in full with any conditional sales or title retention agreements or by respect to all of the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemedWork, upon installation, to be improvements except for amounts that are being disputed in good faith; (iii) the holdbacks required under the Construction Act have been made and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease released in accordance with its provisionsthat legislation; together with evidence in writing that: (iv) unless Landlord notifies Tenant in accordance with all assessments under the Workplace Safety and Insurance Act have been paid; and, (v) that the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated the Occupational Health and Safety Act have been adhered to remove such during the completion of the Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except A. At Tenant’s sole cost and expense (subject to Landlord’s obligation to pay Landlord’s Contribution, as may be expressly provided defined in this leaseSubsection 5.2D below), Tenant shall not replace any fixtures in construct additional structural floor levels and retail space within the Premises Building so that the Building will contain four or make any changesmore floor levels containing an aggregate floor area of approximately 130,000 sq. ft., and remove such floors and other interior improvements, alterations or additions structural and non-structural, as Tenant desires (collectivelyexcept historical and decorative features required to be preserved by the Redevelopment Agreement) to accommodate the construction of such additional floor levels, and perform such other work in connection with renovating and remodeling the Building (“Tenant’s Work”) which Tenant may desire and be permitted by the Redevelopment Agreement and approved by the public authorities having jurisdiction, which work shall be accomplished in compliance with all applicable requirements of the Redevelopment Agreement, the Secretary of Interior’s Standards for Rehabilitation of Historic Buildings (if applicable), and the Chicago Landmarks Ordinance, which may, but is not required to, include the following: (i) construction of a new foundation, structural columns and such structural floor levels within the Building as Tenant desires; (ii) attachment of Tenant’s exterior signage and canopies to the PremisesBuilding’s exterior facade; (iii) construction of an enlarged truck dock opening; (iv) construction of new access to the trash dumpster for the Building; (v) various changes in the number, size, design and location of window openings, public entry doors and emergency exits; (vi) construction of such other improvements as are appropriate for Tenant’s intended use of the Real PropertyBuilding; (vii) performing the asbestos abatement work contemplated in ATC Associates’ Asbestos Survey Report dated April 10, 2000; and (viii) tenant finish work to make the Building systemssuitable for Tenant’s initial proposed use as a first-class retail building, all in accordance with the plans and specifications prepared by or any part thereof, without ▇for Tenant. Medinah Temple Lease 16 Landlord shall have the right to inspect Tenant’s Work from time to time upon prior notice at L▇▇▇▇▇▇▇’s prior consentdiscretion so long as such inspections do not interfere with T▇▇▇▇▇’s Work. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does shall not (i) affect include any part alterations to the exterior facade of the Real Property outside Building facing a public street which are prohibited by the Premises (including Redevelopment Agreement. Tenant shall retain, where commercially practicable and economically feasible, the Building roof) or the exterior of the Premises, (ii) affect any structural element historic design and decorative features of the Building, (iii) adversely affect any Building systemincluding the stained glass and dome and ceiling treatments, or (iv) require an amendment of all to the certificate of occupancy for extent specified in the Premises or the Building, ( c) is Redevelopment Agreement. Any interior decorative items which Tenant elects not visible outside the Premises to include in its interior design shall become Landlord’s property and (d) is performed only by contractors and subcontractors first approved shall be removed by Landlord (which approval at its sole expense at such times as Tenant shall require so as not to interfere with the progress of Tenant’s Work. To the extent available, as a result of Tenant’s Work in relation to the windows and the truck dock, Tenant shall make any facade bricks removed from the Building available to Landlord for its masonry repairs. B. Tenant shall use reasonable and diligent efforts to cause T▇▇▇▇▇’s Work to be unreasonably withheld or delayed)completed in accordance with the Construction Schedule. C. Tenant shall prosecute Tenant’s Work diligently to completion in a good and workmanlike manner in compliance with all legal requirements and insurance requirements established by applicable laws and the requirements of Industrial Risk Insurers. Landlord shall cooperate with T▇▇▇▇▇’s Work by, among other things, preventing any unreasonable interference by L▇▇▇▇▇▇▇’s consent shall not employees, agents and contractors and by giving such authorizations as may be reasonably required with respect to such of establish Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premisesright to commence construction with all applicable public authorities, carpetingutilities, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”)persons, provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performedor others from whom any permit, at Tenant’s expenselicense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part or approval is required for any aspect of Tenant’s Work. For a period of eight months following the Delivery Date, without rent or other charges, Landlord shall provide Tenant 1,000 square feet of office space in the Tree Studios Building as Landlord shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s reasonably determine for use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇T▇▇▇▇▇’s Planscontractors, during the course of construction. During such eight-month period, Landlord may, at its option, require to relocate Tenant to another area of the Tree Studios Building and Tenant shall promptly do so at its own expense. Such relocation by Landlord shall only occur once during the eight-month period. Tenant shall keep its construction equipment and materials within the area of the Building. D. If Tenant completes Tenant’s Work and opens T▇▇▇▇▇’s store in the Building in conformance with this Lease, then at any time not later than the third anniversary date of the Delivery Date (referred to herein as the “Contribution Due Date”), Landlord shall pay Tenant the sum of $5,175,000, plus interest thereon from the Delivery Date at the annual rate of 7% compounded annually (“Landlord’s Contribution”), as reimbursement to Tenant for a portion of the cost of Tenant’s Work. Landlord may prepay Landlord’s Contribution, in whole or in part, without penalty at any time prior to the Contribution Due Date. If Landlord fails to pay L▇▇▇▇▇▇▇’s approval Contribution in full by the Contribution Due Date, then beginning with the day following the Contribution Due Date any amount remaining unpaid shall bear interest at the Default Rate until paid in full. Although it is Landlord’s expectation that the primary source of ▇▇▇▇▇▇funds for repayment of Landlord’s Plans Contribution will be proceeds of tax increment financing bonds to be issued by the City of Chicago (the “TIF Bonds”), as shall not be unreasonably withheld or delayed more fully described in the Redevelopment Agreement, Landlord acknowledges that except to the limited extent ▇▇▇▇▇▇▇▇set forth in the final sentence of this Subsection 5.2D (i) Landlord’s consent obligation to ▇▇▇▇▇▇pay Landlord’s Work shown on Tenant’s Plans Contribution is not to be unreasonably withheld irrespective of the amount, if any, that Landlord receives in proceeds of TIF Bonds or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workother TIF Assistance, and (bii) deliver the failure of Landlord to receive TIF Bond proceeds or other TIF Assistance in an amount sufficient to pay Landlord’s Contribution shall be no defense whatsoever to Landlord’s obligation to pay to Tenant Landlord’s Contribution on the Contribution Due Date. Landlord hereby grants Tenant a security interest in such proceeds as Landlord receives from the sale of TIF Bonds (and in the event the TIF Bonds are not issued, a security interest in proceeds of a sale of the TIF Note, as that term shall be defined in the Redevelopment Agreement), subject and subordinate to the first priority security interest of LaSalle Bank, National Association (“LaSalle Bank”) to such TIF Bond proceeds (and such TIF Note proceeds) securing repayment in full (including all accrued interest) of LaSalle Bank’s $8,200,000 loan to Landlord (and others), which loan is dated on or about the date of this Lease. Landlord shall execute from to time such instruments as Tenant may reasonably request to confirm or perfect such subordinated security interest, and Tenant shall execute from time to time such documents as shall may be reasonably satisfactory necessary to confirm the subordination of its security interest to the lien against the Land and other security interests of LaSalle Bank in the Development Project. Landlord shall not use any failure of Tenant to perform its obligations hereunder as an offset against Landlord’s obligation to pay Landlord’s Contribution, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: except (i) worker’s compensation insurance covering all persons a failure of Tenant to be employed open the Premises for business as provided in the performance Section 5.3 below; and (ii) a failure of any Tenant to have expended Tenant’s Work, andCommitment as provided in Section 1.5C (ii) above. Medinah Temple Lease 17

Tenant’s Work. Section 5.1 Except as (a) Tenant may be expressly provided in this leasemake alterations and improvements to the Premises, Tenant which shall not replace any fixtures in include separately metering and/or sub-metering the Premises or make any changesfor electricity, improvementswater, alterations or additions sewer and gas services (collectively, “Tenant’s Work”), in accordance with the following provisions of this Section 3.1. Tenant, in consultation with Landlord, shall prepare or cause to be prepared, and shall submit to Landlord for review and approval, working plans and specifications for any Tenant’s Work to be performed (“Tenant’s Work Plans”). Within 5 Business Days after receipt of any Tenant’s Work Plans, Landlord shall, by written notice to Tenant, approve or disapprove the PremisesTenant’s Work Plans, Landlord will not unreasonably disapprove proposed Tenant’s Work Plans. In any disapproval of Tenant’s Work Plans, Landlord shall specify in reasonable detail the Real Property, respects in which the Building systems, or Tenant’s Work Plans are not satisfactory to Landlord and the changes which Landlord desires in order that the Tenant’s Work Plans will be satisfactory to Landlord. After receiving any part thereof, without ▇▇such notice of disapproval from Landlord with respect to ▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Work Plans, Tenant will revise the Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved Plans as reasonably requested by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of and will resubmit the revised Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, Plans to Landlord for review and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant approval in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s procedures set forth above. After approval of ▇▇▇▇▇▇’s PlansWork Plans by Landlord, Tenant may make changes to such Tenant’s Work Plans only with the prior written approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall be fully responsible for compliance of any Tenant’s Work Plans with all applicable Legal Requirements and for assuring that all Tenant’s Work Plans provide for Tenant’s Work that will comply with all applicable Legal Requirements and will satisfy Tenant’s requirements. ▇▇▇▇▇▇▇▇’s approval of any Tenant’s Work Plans shall not constitute a certification, representation or warranty by Landlord that such Tenant’s Work Plans are adequate, complete or in compliance with applicable Legal Requirements. (b) Tenant shall perform all Tenant’s Work (i) diligently and continuously, in a good and workmanlike manner, substantially in accordance with the applicable Tenant’s Work Plans, (ii) in compliance with all applicable Legal Requirements, and (iii) in such a manner so as not to unreasonably disturb or otherwise unreasonably interfere with any other tenant’s or occupant’s use and enjoyment of, or access to, the Building or the space that such tenant or occupant leases or occupies in the Building (including, without limitation, the Current ROFO Tenant’s use and enjoyment of, or access to, the ROFO Space). Any contractor performing Tenant’s Work, construction manager overseeing Tenant’s Work and architect preparing ▇▇▇▇▇▇’s Work Plans shall be subject to the prior written approval of Landlord, which approval shall be given or denied within 5 Business Days after ▇▇▇▇▇▇ proposes a contractor, construction manager and/or architect in writing and shall not be unreasonably withheld or delayed conditioned. Landlord may conduct such inspections of Tenant’s Work as Landlord, in its sole discretion, determines. All such inspections and reviews are for the sole benefit of Landlord, and Landlord shall have no liability or obligation to Tenant with respect to any Tenant’s Work, other than the obligation to provide the Tenant’s Work Allowance. (c) So long as this Lease is in full force and effect and no Event of Default exists hereunder, Landlord shall provide to Tenant the Tenant’s Work Allowance for the payment of the actual costs of designing and performing ▇▇▇▇▇▇’s Work (the “Tenant’s Work Costs”). Landlord shall disburse the Tenant’s Work Allowance for application to the extent payment of ▇▇▇▇▇▇’s Work Costs actually incurred by ▇▇▇▇▇▇, subject to the following terms and conditions, and Tenant shall be responsible for all Tenant’s Work Costs in excess of the Tenant’s Work Allowance. Disbursement of the Tenant’s Work Allowance to or at the direction of Tenant to pay or reimburse Tenant for Tenant’s Work Costs shall be conditioned on the subject Tenant’s Work having been performed in accordance with the above provisions of this Section 3.1, and shall be subject to Landlord’s receipt of a request for payment in form and with backup reasonably satisfactory to Landlord, including, but not limited to: (I) invoices for the Tenant’s Work and ▇▇▇▇▇▇’s Work Costs; (ii) copies of final lien waivers from all contractors and subcontractors; (iii) a certificate signed by the architect who prepared the Tenant’s Work Plans and an officer of Tenant certifying that the Tenant’s Work represented by the aforementioned invoices has been completed substantially in accordance with the Tenant’s Work Plans and applicable Legal Requirements; and (iv) such other documentation as Landlord may reasonably require. Landlord shall make disbursements of the Tenant’s Work Allowance to or at the direction of Tenant within 15 days after receipt of Tenant’s written request and reasonably satisfactory backup documentation. Tenant may not request any disbursement of the Tenant’s Work Allowance for Tenant’s Work Costs more than 90 days after the Rent Commencement Date and any amounts not requisitioned by Tenant by such date shall be deemed forfeited by ▇▇▇▇▇▇ and Landlord shall have no further obligation with respect thereto. Landlord may inspect the Tenant’s Work as a condition to making any requested disbursement of the Tenant’s Work Allowance to confirm the status of the Tenant’s Work and that the Tenant’s Work has been performed in accordance with the above provisions of this Section 3.1. (d) Landlord shall deliver possession of the Premises to Tenant on the Delivery Date for the purpose of planning and performing ▇▇▇▇▇▇’s Work and otherwise preparing the Premises for occupancy by Tenant. Tenant’s occupancy of the Premises prior to the Rent Commencement Date shall be at Tenant’s own risk. From and following the delivery of possession of the Premises by Landlord to Tenant on the Delivery Date, Tenant shall be subject to the insurance obligations set forth in this Lease and to all other obligations of Tenant under this Lease with respect to the Premises, other than the obligation to pay Base Rent and Additional Rent (but including Tenant’s obligation to pay for Tenant’s Utility Costs related to the Premises during such period), and, prior to entry of the Premises by Tenant, Tenant shall furnish Landlord with a certificate of insurance confirming its procurement of the insurance required by this Lease with respect to the Premises. (e) Notwithstanding any provision herein to the contrary, if Landlord, for any reason whatsoever, cannot make the Premises available to Tenant for the purposes of constructing the Tenant’s Work on or before any particulate date, Landlord shall not be in default hereunder, this Lease shall not be void or voidable, nor shall Landlord be liable for any loss or damage resulting therefrom. Tenant hereby acknowledges and agrees that, with the exception of ▇▇▇▇▇▇▇▇’s consent obligation to ▇▇▇▇▇▇’s Work shown deliver the Premises to Tenant on Tenant’s Plans is the Delivery Date in compliance with all applicable Legal Requirements, with all base building systems serving the Premises in good working order and condition (including, but not limited to, HVAC, electrical, life safety and plumbing systems) and otherwise in so-called “broom clean condition” free of all tenants, occupants and personal property, (i) the Premises are being leased by Tenant in their condition as of the Delivery Date, “As Is,” without representation or warranty by Landlord, (ii) Landlord will not have any obligation to be unreasonably withheld make any alterations or delayed pursuant improvements to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workthe Premises, and (biii) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, it has inspected the Premises and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing Common Areas of the following insurance coverages from each contractor Building and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in has found the performance of any Tenant’s Work, andsame satisfactory.

Tenant’s Work. Section 5.1 SECTION 12.01. Subject to Landlord's obligations under Article XI, Tenant agrees to accept the Demised Premises in an "AS IS" condition as of the Commencement Date without any representations or warranties on the part of Landlord. Except as may be expressly otherwise specifically provided in this leaseLease, Landlord has not made any representations or warranties of any kind to Tenant. No representations or warranties of any kind made by anyone, including without limitation, any real estate broker or agent, shall be binding upon Landlord unless expressly set forth in this Lease. Tenant shall not replace be financially responsible for the following construction activities. All work shall be performed in accordance to architectural plans prepared by Pazdera and Associates and tenant shall have the right to any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without and al▇ ▇▇▇▇▇nties provided by sub-contractors and/or general contractors. A. Architecture Fees (estimated at $25,000.00) B. Building Shell including but not limited to exterior renovations, HVAC, electrical service, bathrooms, windows, partitions, ceiling and lighting, utility services, drive-thru lanes and related equipment. C. Interior fit out including but not limited to paint, sheetrocking, carpentry, carpet/flooring, furniture, fixtures, and equipment. D. Site Work (as per plan dated 9/21/2004 prepared by JG Park and Associates) E. Off site work (as pe▇ ▇▇▇’s prior consent. ▇ dated 3/3/2005 prepared by JG Park and Associates) F. Any interior or exte▇▇▇▇ ▇▇gnage Tenant may, at any time and from time to time, alter, expand, demolish, restore, modify or change any such improvements in whole or in part provided that Tenant shall first obtain Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural's written approval, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not unreasonably be unreasonably withheld or delayed)withheld. ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside 's improvements on the Premises (“Cosmetic Alterations”), provided Tenant complies with must have a value substantially equivalent to or greater than the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as improvements which were originally approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andby

Tenant’s Work. Section 5.1 Except Landlord shall not have any obligation whatsoever with respect to the finishing of the Premises for Tenant’s use and occupancy, and the Premises shall be delivered containing no improvements or property of any kind in its “as may be expressly provided is, where is” condition; provided, however, Landlord shall deliver the Premises with all Building systems serving the Premises in this lease, good working order and condition. Tenant shall not be provided one 50 AMP circuit connected to the existing generator servicing the third and fourth floors and Landlord will ▇▇▇▇ Tenant its pro-rated share of all operating, maintenance and repair costs associated with the generator. Tenant will have exclusive use of the UPS system currently in place on the third floor and will be solely responsible for the operation, maintenance and replacement of this equipment. In addition, Landlord, on the date of its execution of this Lease, shall execute a ▇▇▇▇ of sale transferring to Tenant (at no cost) ownership of the existing furniture in the Premises. Landlord makes no representations or warranties whatsoever regarding the generator, UPS system and Furniture, and Tenant agrees to accept such generator, UPS system and Furniture in its “as is” condition. Landlord will have no responsibility to replace any fixtures of the equipment associated with the generator or UPS system. Any connections to pipes, ducts and conduits for the mechanical, electrical and plumbing systems in the Building shall be made by Tenant, at Tenant’s sole cost and expense. All of the work to be performed in initially finishing and completing the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”)) shall be performed by Tenant pursuant to this Exhibit B and Article IX (and all other applicable provisions including insurance, damage and indemnification provisions) of the Lease and such work shall be deemed to be Alterations for all purposes of the PremisesLease; provided, however, that all such work involving structural, electrical, mechanical, glass/glazing, fire protection or plumbing work, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, heating ventilation and (b) does not (i) affect any part air conditioning system of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside and the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior roof of the PremisesBuilding shall, carpetingat Landlord’s election, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenantbe performed by Landlord’s Work shall be performed, designated contractor or subcontractor at Tenant’s expenseexpense (provided the cost therefor is reasonable and competitive). If Landlord elects not to so perform such work, with diligence when started so as then Landlord shall be paid a reasonable hourly fee for each hour (or portion thereof) Landlord or its designee spends in supervising such construction work. Landlord shall provide no Building standard items to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work taking of possession of the Premises shall be constitute Tenant’s acknowledgment that the Premises are in good condition and that all obligations of Landlord have been fully paid for by satisfied. Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. acknowledges that Tenant’s Work shall be deemedis being accomplished for its own account, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (having no responsibility or the sooner termination of this lease obligation in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Workrespect thereof. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease4.01 At its own expense, Tenant shall not replace provide all design, engineering, plans, specifications, drawings, permits, fees, work, labor, skill and equipment required to construct any fixtures Tenant’s Work in accordance with Tenant’s Drawings, approved in the manner set forth herein. 4.02 The following shall be carried out at Tenant’s expense and by Landlord’s contractor: (1) all approved modifications and/or additions to the shell building structural system, roof and life safety systems, including, without limitation, installation of approved modifications and additions for the existing shell building sprinkler system, and (2) any drilling, cutting, coring and patching for conduit, pipe sleeves, chases, duct equipment, or openings in the floors, walls, columns or roofs of the Expansion Premises which is approved by Landlord. The following may be carried out by Tenant’s contractor at Tenant’s expense subject to the requirements of Section 4.03 below: (1) all approved modifications to the shell building plumbing, heating, cooling, ventilating, exhaust, control and electrical distribution systems as installed by Landlord, and (2) patching of building standard fireproofing, if applicable. 4.03 Modifications to the shell building systems set forth in Section 4.02 and special requirements of Tenant will be considered by Landlord only if applied for at the time Tenant’s Drawings are submitted for approval and if they are compatible with the capacity and character of the shell building. Drawings for such proposed modifications shall be certified (sealed) by an, architect duly registered in the State of Utah. Landlord shall not be required to grant its consent to allow Tenant’s contractor to perform such work unless Tenant agrees to obtain from Landlord’s subcontractor(s) originally responsible for the installation of such shell building systems written statements in form satisfactory to Landlord, that Tenant’s modifications of such shell building systems will be performed in a good workmanlike manner and specifically affirming the continued validity of any and all warranties and guaranties in effect prior to commencement of any Tenant’s Work from each such shell building systems subcontractor. Restrictions on mechanical and electrical connections by Tenant may be imposed as reasonably necessary by Landlord to insure that no warranty or make guarantee pertaining to the shell building is lost or jeopardized. 4.04 No construction work shall be undertaken or commenced by Tenant until: (1) Tenant’s Drawings have been submitted to and approved by Landlord, and (2) all necessary building permits and required insurance coverages have been secured and certificates of insurance delivered to Landlord. 4.05 Tenant shall proceed with Tenant’s Work with respect to Tenant’s Expansion Improvements expeditiously, continuously, and efficiently, and shall complete the same by the date one hundred twenty (120) days following the Expansion Date. Failure to complete by such date shall not prevent commencement of the Expansion Term or commencement of any changesrental or other charges payable by Tenant under the First Amendment and the Lease. 4.06 Tenant shall ensure that all materials, improvementsskill and workmanship in the Tenant’s Work shall be of uniformly high quality, alterations not less than building standard, and in accordance with the best standards of practice and any governing codes or additions (collectively, “regulations. Tenant shall have the obligation to timely deliver any materials and equipment and labor to be supplied by Tenant so as not to delay substantial completion of the Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant represents and warrants that Tenant’s Work (a) is nonstructuralDrawings and the improvements contemplated thereby shall be in compliance with applicable building and zoning laws, ordinances, regulations and any covenants, conditions or restrictions affecting the Shopping Center, and (b) does not (i) affect any part that the same are in accordance with good engineering and architectural practice, and that Tenant’s Drawings are sufficient for issuance of a building permit for the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesTenant’s Work. Further, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of Tenant shall be responsible for obtaining the certificate of occupancy for the Expansion Premises, and shall furnish the same to Landlord prior to the Expansion Premises or the Building, ( c) is not visible outside the Premises Rent Commencement Date. 4.07 Tenant shall appoint a representative as Tenant’s representative with full authority to make decisions and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with commitments on behalf of Tenant in respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. changes therein. 4.08 All Tenant’s Work shall be performed, at Tenant’s expenseconfined to the interior of the Expansion Premises, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials the exception of first class quality and sign mountings, which shall be performed in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to sign criteria and the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andapproved sign drawings.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this leasei. Subject to the provisions of Articles 3, 61 and 64 hereof, Tenant shall perform or cause the performance of alterations in and to the Demised Premises to prepare same for Tenant’s occupancy thereof including, but not replace any fixtures in the Premises or make any changeslimited to, improvementsinstallation of all interior plumbing, alterations or additions and lighting fixtures, ceiling treatments, interior partitions, window treatments, floor and wall coverings (collectively, “Tenant’s WorkInitial Alteration”)) and all furniture, furnishings and equipment to adapt the PremisesDemised Premises for the Permitted Use. All materials used in connection with Tenant’s Initial Alteration shall be new and first quality. Tenant shall submit to Owner detailed architectural, the Real Property, the Building systems, or any part thereof, without mechanical and engineering plans and specifications prepared by ▇▇▇▇▇ ▇▇▇▇▇ Design showing Tenant’s Initial Alteration, which shall be prepared for Tenant, at Tenant’s expense, and to the extent not pre-approved shall be submitted to Owner at least thirty (30) days prior consent. Landlordto the commencement of any work by Tenant, for Owner’s consent shall approval (such approval not to be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralwithheld, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld conditioned or delayed). ▇▇▇▇▇▇▇▇’s consent The plans and specifications, as approved by Owner, are hereinafter referred to as the “Final Plans”, and shall not be required with respect deemed an authorization by Owner for Tenant to proceed after the date hereof or such of earlier date as Owner may permit Tenant to have access to the Demised Premises for Tenant’s Work as are cosmetic alterations (such as painting the interior of the PremisesInitial Alteration, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work which shall be performed, at Tenant’s expenseoption, by Owner (pursuant to Paragraph ii below) or by contractors reasonably approved by Owner and otherwise in accordance with diligence when started so as the terms of this Lease. The approval of the Final Plans by Owner shall not be deemed to promptly complete it create any liability on the part of Owner with respect to the design or specifications set forth in a good and worker-like manner using new materials the Final Plans or an acknowledgment on the part of first class quality and the Owner that the Final Plans are in compliance with this leaseall applicable governmental laws, all Laws rules and regulations. Owner shall respond to Tenant’s Plans request for approval of Tenant’s plans within ten (as defined in Section 5.210) business days after receipt of such plans. ii. Owner shall reimburse Tenant for a portion of the cost of Tenant’s Initial Alteration, as approved by LandlordOwner (such approval not to be unreasonably withheld, conditioned or delayed)and made by Tenant, in the amount of Owner’s Contribution. As part Owner shall disburse Owner’s Contribution to Tenant as the work progresses in an amount equal to 40% of each invoice submitted by Tenant to Owner, less a ten (10%) percent retainage, so long as Tenant delivers the following to Owner: (i) a detailed breakdown of Tenant’s Workconstruction costs for which Tenant is seeking payment, together with receipted invoices (or such other proof of payment as Owner shall reasonably require) for such payment thereof, (ii) a written statement from Tenant’s architect or engineer that the work described on any such invoices has been completed in accordance with the plans, and (iii) all required AIA forms, supporting partial lien waivers and lien releases executed by the general contractor and all major subcontractors who shall be paid from such disbursement of funds. Notwithstanding the foregoing, the Owner shall not to be obligated to advance any funds to Tenant beyond the amount of $180,000.00 until Tenant has delivered to Owner the following: (i) a copy of a certificate of occupancy or amended certificate of occupancy required in respect of the work completed by Tenant at the Demised Premises, and (ii) final lien waivers and releases for all work performed by Tenant at the Demised Premises. iii. Tenant shall soundproof the Premises and install appropriate ventilation if required so that pay all of Owner’s reasonable out-of-pocket costs incurred in connection with Tenant’s use Initial Alteration, consisting of up to $750.00 for each engineering, or other outside consulting fee incurred by or on behalf of Owner for the Premises review and approval of Tenant’s Final Plans and for approval of construction of Tenant’s Initial Alteration. Owner, at its option, may deduct such costs from Owner’s Contribution. Notwithstanding the foregoing, in no event shall not result the fees and costs incurred by Owner in noise and/or odors being transmitted outside connection with Tenant’s Initial Alteration exceed $2,000.00. iv. For the Premises. purposes of this Lease, “Owner’s Contribution” for the Tenant’s Work shall mean $200,000.00, at Tenant’s election to be fully paid for applied against the cost of construction or against base rent otherwise owing. v. Notwithstanding the terms of this Lease, it is understood and agreed to that all work performed at the Demised Premises by both the Owner and the Tenant when payment is due and may take place simultaneously. vi. Tenant shall not be financed permitted to remit any payment to any contractors performing work at the Demised Premises until the Tenant delivers the following to Owner: (i) receipted invoices along with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. a written statement from Tenant’s Work shall be deemed, upon installation, to be improvements and betterments architect or engineer that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant work described on such invoices has been completed in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New Yorkplans, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies ofii) all required permits AIA forms, supporting partial lien waivers and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing lien releases executed by the following insurance coverages from each general contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andmajor subcontractors who are seeking payment.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralLandlord shall deliver possession of the Leased Premises to Tenant, and Tenant shall accept delivery of the Leased Premises, in their "as is" "where is" condition promptly following the Effective Date of this Lease, except that, prior to delivering possession of the Leased Premises to Tenant, Landlord shall complete therein those items of work described in Exhibit "B" attached hereto. Tenant agrees, prior to the commencement of the Term of this Lease, to diligently perform all work of whatever nature in accordance with this Lease and Tenant's obligations set forth in Exhibit "C" (b"Tenant's Work") does not and all other related work necessary to prepare for the opening to the public of Tenant's store in the Leased Premises. Tenant's Work shall be performed (i) affect any part of by Tenant at Tenant's sole cost and expense, subject to Landlord's obligation to grant the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesAllowance described below, (ii) affect any structural element of the Buildingin a first-class workmanlike manner with first-class materials, and (iii) adversely affect any Building systemby duly qualified or licensed persons. Landlord hereby agrees to grant Tenant the Allowance described in the Data Sheet, or (iv) require an amendment to be applied toward the cost of Tenant's Work. Disbursements shall be made to Tenant out of the certificate Allowance in the following manner: (I) one-third (1/3) within thirty (30) days after the date possession of occupancy for the Leased Premises or is delivered to Tenant and Tenant has commenced the Buildingperformance of Tenant's Work, ( c(II) is not visible outside the Premises one-third (1/3) within thirty (30) days after Tenant's Work has been two-thirds (2/3) completed (as certified by Tenant's independent architect) and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required has been furnished with partial lien waivers with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (III) one-third (1/3) within thirty (30) days after the Commencement Date, Tenant's opening for business in the Leased Premises, and the furnishing to Landlord of final lien waivers relating to all of Tenant's Work. Upon Landlord's request, Tenant shall cause its general contractor to furnish an affidavit to Landlord setting forth the names of all subcontractors employed in connection with Tenant's Work. (b) deliver Prior to commencement of any of Tenant's Work, Tenant agrees to furnish to Landlord store design drawings and working drawings and specifications with respect to the Leased Premises for approval by Landlord. Any material deviations from the final plans and specifications, once approved by Landlord, shall require the further approval of Landlord. Landlord's approval of Tenant's plans and specifications shall not constitute the assumption of such security as items. Notwithstanding anything to the contrary contained herein, Landlord's approval of any plans and specifications submitted by Tenant pursuant to this Section 4.3 or otherwise is not intended and shall not be deemed to constitute a representation, warranty or assurance of any kind that such plans and specifications and Tenant's Work shown thereon comply with any applicable building or zoning codes or that the same are structurally sound. Tenant shall be reasonably satisfactory solely responsible for causing such compliance and for the quality and structural integrity of any Tenant's Work, and Tenant acknowledges that it is not relying on Landlord or its agents, employees or contractors for the same. Tenant's Work shall include (without limitation) the installation of new interior fixtures and equipment and the stocking of the Leased Premises with suitable merchandise. Tenant covenants that all such fixtures and equipment visible to customers shall be new and otherwise acceptable to Landlord in appearance. In addition to conforming to the final plans and specifications as approved by Landlord, all work performed by Tenant shall be performed diligently and in a good and workmanlike manner and in compliance with such rules and regulations as Landlord and its representatives may make, provided that such rules and regulations are uniformly applied to all similarly situated Shopping Center tenants under construction, and in accordance with all applicable laws, ordinances, codes and insurance company requirements. Unless Landlord otherwise directs in writing, Tenant shall not open the Leased Premises for business until all construction has been substantially completed in accordance with the final plans and specifications as approved by Landlord and a certificate of occupancy (or other legal authorization to open the Leased Premises for business) has been issued. It is further understood and agreed that: (i) Landlord shall have no responsibility or liability whatsoever for any loss of, or damage to, any fixtures, equipment, merchandise or other property belonging to Tenant installed or left in the Leased Premises; and (ii) Tenant's entry upon and occupancy of the Leased Premises prior to the Commencement Date shall be governed by and subject to all the provisions, covenants and conditions of this Lease, other than the requirement that Tenant pay any rent. Tenant shall obtain at its sole cost, and promptly thereafter furnish to Landlord, all certificates and approvals with respect to work done and installations made by Tenant that may be required for the issuance of a certificate of occupancy (or other legal authorization to open the Leased Premises for business) for the Leased Premises, so that such certificate of occupancy (or other legal authorization to open the Leased Premises for business) shall be issued and the Leased Premises shall be ready for the opening of Tenant's business on the Commencement Date. Unless already obtained by Landlord, upon the issuance of the certificate of occupancy, a copy thereof shall be promptly delivered to Landlord. Promptly upon the completion of Tenant's Work, Tenant shall repair, clean and restore all portions of the Shopping Center affected by Tenant's Work to their prior condition. (c) deliver Tenant shall at all times keep and maintain the Leased Premises and all other parts of the Shopping Center free from any and all liens arising out of any work performed, materials furnished or obligations incurred by or for the benefit of Tenant in connection with the Leased Premises. The interest of Landlord in the Leased Premises and the Shopping Center shall not be subject to liens for improvements made by or on behalf of Tenant, and nothing contained in this Lease shall be construed as a consent on the part of Landlord certificates to subject Landlord's estate in the Leased Premises or the Shopping Center to any lien or liability under applicable law. In the event that any mechanic's, materialman's or other lien or any notice of claim, including (in form reasonably acceptable without limitation) any stop notice (each, a "lien"), is filed against the Leased Premises or the Shopping Center as a result of any work, labor, services or materials performed or furnished, or alleged to Landlord) evidencing have been performed or furnished, to or for the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons benefit of Tenant or to anyone holding the Leased Premises by, through or under Tenant, Tenant, at its expense, shall cause the lien to be employed discharged of record or fully bonded to the satisfaction of Landlord within thirty (30) days after notice of the filing thereof. If Tenant fails to discharge or bond against said lien within thirty (30) days after notice of the filing thereof, Landlord may, in addition to any other rights or remedies Landlord may have, but without obligation to do so, bond against or pay the lien without inquiring into the validity or merits of such lien, and all sums so advanced, including reasonable attorneys' fees incurred by Landlord in defending against such lien, procuring the bond or discharging such lien, shall be paid by Tenant on demand as additional rent. In addition, Tenant shall replace any bonds posted by Landlord pursuant hereto with a suitable bond of equivalent amount within twenty (20) days after Landlord's demand therefor. (d) Throughout the Term of this Lease (including any Option Period), Tenant shall at all times keep the Leased Premises in a condition that is neat, clean, fresh and aesthetically pleasing. The items required to be thus maintained by Tenant hereunder shall specifically include (without limitation) the following: the furnishings, wall covering, floor covering, ceiling, fixtures and equipment, storefront sign, and surfaces visible to customers in the performance interior of any Tenant’s Work, andthe Leased Premises.

Tenant’s Work. Tenant may, after receipt of Landlord’s prior approval, which approval shall not be unreasonably withheld, conditioned or delayed, and as stated in Section 5.1 Except as may be expressly provided in this lease1 (c) of the Lease, enter onto the applicable Floor of the Premises during Landlord’s construction of the Tenant Improvements for the purpose of installing telephone and data center cabling and equipment, all at Tenant’s expense. Tenant shall not replace interfere with Landlord’s Work and specifically recognizes that Section 4.2(c) will be applicable if Landlord’s Work is delayed as a result of Tenant’s entry. Jive Software EXHIBIT C RULES AND REGULATIONS Except as otherwise provided in the Lease, the following Rules and Regulations shall apply: 1. The lobbies, corridors, elevators, sidewalks, halls, passages, exits, entrances, and parking areas of the Property (if any) shall not be obstructed by Tenant or used by it for any fixtures purpose other than access to the Premises. Tenant shall not go on the roof of the Building, except in such areas, if any, as Landlord may designate as “common areas” from time to time. 2. No awning, canopy, or other projection of any kind shall be installed over or around the windows or entrances of the Premises and only such window coverings as are approved by Landlord shall be used in the Premises. 3. The Premises shall not be used for lodging or sleeping. No cooking shall be done or permitted by Tenant on the Premises, except the preparation of coffee, tea, and similar items for Tenant and its employees. 4. Landlord will furnish Tenant with up to 50 keys to the Premises, free of charge. No additional locking devices shall be installed without the prior written consent of Landlord, and Tenant shall furnish Landlord with a key for any such additional locking device. Tenant, upon the termination of its tenancy, shall deliver to Landlord all keys to doors in the Premises. 5. Tenant shall not use or keep in the Premises or make the Property any changeskerosene, improvementsgasoline, alterations or additions (collectivelyother flammable or combustible fluid or material or use any method of heating or air conditioning other than that supplied by Landlord. 6. In case of invasion, “mob, riot, public excitement, or other circumstances rendering such action advisable in Landlord’s opinion, Landlord reserves the right to prevent access to the Property by such action as Landlord may deem appropriate, including closing entrances to the Property. 7. The doors of the Premises shall be closed and securely locked at such time as Tenant’s Work”)employees leave the Premises. Each tenant, before closing and leaving its premises at any time, shall turn out all lights. 8. The toilet rooms, toilets, urinals, wash bowls, and other apparatus in the Premises and the Property shall not be used for any purpose other than that for which they are intended, no foreign substance of any kind shall be deposited therein, and any damage resulting from Tenant’s misuse shall be paid for by Tenant. 9. Except with the prior written consent of Landlord, the Premises shall not be used for manufacturing of any kind, or for any business or other activity other than that specifically permitted under Tenant’s Lease. 10. Landlord reserves the right to restrict smoking to particular areas of the Property or to designate all or any portion of the Property (including the Premises) as a no-smoking area. 11. Tenant shall not use in the Premises or the Property any hand truck not equipped with rubber tires and side guards, nor any other material-handling equipment not approved in writing by Landlord. No other vehicles of any kind shall be brought by Tenant into the Premises. 12. Tenant shall store its trash and garbage within the Premises until daily removal to such location on the Property as may be designated from time to time by Landlord. No material shall be placed in the Property trash boxes or receptacles if such material may not be disposed of in the ordinary and customary manner in the Portland, Oregon metropolitan area without being in violation of any law or ordinance governing such disposal. 13. All loading and unloading of equipment, furniture, supplies, and other matter to or from the Premises shall be made only through such entryways and at such times as Landlord may designate from time to time. Tenant shall not obstruct or permit the obstruction of any loading areas used by Landlord or other tenants in the Property and at no time shall Tenant park vehicles in a loading area except for loading and unloading. 14. Canvassing, soliciting, peddling, and distributing of handbills or other written material on the Property is prohibited and Tenant shall cooperate to prevent the same. 15. Landlord may direct the use of pest extermination and scavenger contractors with 24 hours notice at such intervals as Landlord may determine. 16. Employees of Landlord shall not perform any work for or on behalf of Tenant or do anything outside of their regular duties unless under special instructions from Landlord. 17. Tenant’s employees shall park only in those areas of the Property designated in writing by Landlord from time to time for such purpose. Any vehicle improperly parked by an employee of Tenant may be towed or otherwise removed by Landlord at Tenant’s expense and Tenant shall indemnify Landlord from any liability in connection with such removal. 18. Landlord at its election may refuse admission to the PremisesProperty outside of business hours on business days (as established by Landlord) to any person not producing identification satisfactory to Landlord. If Landlord issues identification passes, Tenant Jive Software Page 30 shall be responsible for all persons for whom it issues any such pass and shall be liable to Landlord for all acts or omissions of such persons. 19. The windows that reflect or admit light and air into the Real Propertyhalls, passageways or other public places of the Building systemsshall not be covered or obstructed by any tenant, nor shall any bottles, parcels or other articles be placed on the window ▇▇▇▇▇. 20. No vehicles, animals, fish or birds of any kind shall be brought into or kept in or about the premises of any tenant or the Building. 21. No noise, including, but not limited to, music or the playing of musical instruments, recordings, radio or television, which, in the judgment of Landlord, might disturb other tenants of the Building, shall be made or permitted by any tenant. 22. No tenant shall occupy or permit any portion of its premises to be occupied as an office for a public stenographer, public typist, printer or photocopier without the prior written consent of Landlord. No office tenant shall use its premises, or permit any part thereofthereof to be used, without for manufacturing or the sale at retail or auction of merchandise, goods or property of any kind or for the possession, storage, manufacture, or sale of liquor, narcotics, dope, tobacco in any form, or as a ▇▇▇▇▇▇▇▇, beauty or manicure shop, or as school. 23. Landlord shall have the right to prescribe the weight and position of safes and other objects of excessive weight, and no safe or other object whose weight exceeds the lawful load for the area upon which it would stand shall be brought into or kept upon any tenant’s premises. If, in the judgment of Landlord, it is necessary to distribute the concentrated weight of any heavy object, the work involved in such distribution shall be done at the expense of the tenant and in such manner as Landlord shall determine. 24. No machinery or mechanical equipment other than ordinary portable business machines may be installed or operated in any tenant’s premises without Landlord’s prior consent. Landlord’s written consent which consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuraldelayed, and (b) does not (i) affect in no case shall any part machines or mechanical equipment be so placed or operated as to disturb other tenants. Machines and mechanical equipment which may be permitted to be installed and used in tenant’s premises shall be equipped, installed and maintained so as to prevent any disturbing noise, vibration or electrical or other interference from being transmitted from such premises to any other area of the Real Property. 25. Nothing shall be done or permitted in any tenant’s premises, and nothing shall be brought into or kept in any tenant’s premises, which would impair or interfere with the economic heating, cleaning or other servicing of the Property outside or the Premises (including premises, or the use or enjoyment by any other tenant of any other premises, nor shall there be installed by any tenant any ventilating, air conditioning, electrical or other equipment of any kind which, in the reasonable judgment of Landlord, might cause any such impairment or interference. 26. Window coverings for all windows in each tenant’s premises above the ground floor shall be lowered as reasonably required because of the position of the sun, during the operation of the Building roofair-conditioning system (if any) to cool or ventilate the exterior tenant’s premises. 27. Landlord may waive any one or more of the Premisesthese Rules and Regulations in favor of any particular tenant or tenants, (ii) affect but no such waiver by Landlord shall be construed as a waiver of these Rules and Regulations in favor of any structural element other tenant, nor prevent Landlord from thereafter enforcing any such Rules and Regulations against any or all tenants of the Building. 28. The word “Tenant” as used in these Rules and Regulations shall mean and include Tenant’s assigns, (iii) adversely affect any Building systemagents, or (iv) require an amendment of the certificate of occupancy for the Premises or the Buildingclerks, ( c) is not visible outside the Premises employees, licensees, invitees, and (d) is performed only by contractors visitors. The word “Landlord” as used in these Rules and subcontractors first approved by Landlord (which approval Regulations shall mean and include Landlord’s assigns, agents, clerks, employees, licensees, invitees, and visitors. 29. These Rules and Regulations are in addition to, and shall not be unreasonably withheld construed in any way to modify, alter, or delayedamend, in whole or part, the terms, covenants, agreements, and conditions of Tenant’s Lease. In the event of a conflict between these Rules and Regulations and Tenant’s Lease, the Lease shall govern. 30. Landlord reserves the right to amend these Rules and Regulations and to make such other reasonable rules and regulations as in its judgment may from time to time be needed for the safety, care, and cleanliness of the Property and for the preservation of good order therein. 31. Except for reasonable, short-term periods of time (such as out-of-town business trips, etc.), Tenant shall not park any vehicles on the Property overnight or permit any of its vehicles to remain at the Property after Tenant’s business hours; provided that any vehicle which is temporarily disabled or which cannot be moved due to inclement weather may be left at the Property for up to, but not more than, 24 hours. The parking areas are intended to function as daily business-hours parking only and not for vehicle storage. 32. Tenant shall not install any radio, television, or similar antenna or aerial, nor any loudspeaker or other device, on the roof, exterior walls, or grounds of the Property without the prior approval of Landlord. Jive Software EXHIBIT D GUARANTY OF LEASE (Intentionally Omitted) Jive Software EXHIBIT E JANITORIAL SERVICE The intent of these Cleaning Specifications is to identify the minimum requirements to the building neat, clean and sanitary at all times. The tasks and frequencies outlined herein are the guidelines by which the day-to-day cleaning of the facility will be directed. In no instance do they limit the duties of Facilities Services Group, its employees or its subcontractors in their obligation and commitment to maintain the facility at an outstanding level of cleanliness on a day-to-day basis. SCOPE OF WORK: CLEANING SCHEDULE - DAILY SERVICES: 1. Empty all waste receptacles, depositing trash into designated containers. Replace liners as needed. 2. Dust all furniture including desks, chairs, tables and accessories. (Papers and folders on desks are not to be disturbed.) 3. Dust all exposed file cabinets, bookcases and shelves. 4. Clean, polish and sanitize all drinking fountains with approved products. 5. Low dust all horizontal surfaces to a hand height of seventy (70) inches, including ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpetingshelves, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”)moldings, provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performedledges, at Tenant’s expensepicture frames, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this leaseducts, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Worketc. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans6. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) High dust above hand height all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andhorizontal surfaces.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, The Tenant shall be responsible for all work to prepare the Premises for its occupancy not replace provided under Landlord’s Work including, but not limited to, the installation and cost of all its internal partitions, fixtures, electrical wiring, telecommunication cabling and plumbing costs, together with the cost of any fixtures modifications to the ceiling, light or heating ventilation and air-conditioning systems in the Premises or make Premises, as required by the Tenant’s occupancy, excluding any changes, improvements, alterations or additions Landlord’s Work provided for herein (collectively, the “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent The Tenant shall not also be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy responsible for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only cost of installing any special equipment required by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed)its occupancy. ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. The Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it completed in a good and worker-like manner using new materials workmanlike manner, subject to the prior written approval of first class quality and in compliance with this lease, all Laws and the Tenant’s Plans (as defined in Section 5.2) as approved plans by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises acting reasonably, as detailed and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result provided for in noise and/or odors being transmitted outside the Premises. Tenant’s Work paragraph 16.35 contained herein and shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant completed in accordance with the provisions Tenant Leasehold Improvement Manual attached as Schedule “H” to this Lease governing the Building’s rules and regulations for the coordination and construction of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such the Tenant’s Work. Section 5.2 Prior to commencing any . Tenant shall bear (i) the out-of-pocket costs of all the Landlord’s plan reviews and approvals in respect of the mechanical and electrical components of the Tenant’s Work in an amount not to exceed $9,000.00 (plus Sales Taxes), and (ii) the reasonable out-of-pocket costs incurred by the Landlord in retaining its base building or designated engineers) or consultant(s) to review and approve the plans for any other than purely Cosmetic Alterations, Tenant shall, at component(s) of the Tenant’s expenseWork (save for the mechanical and electrical components as aforesaid), deliver unless the Tenant engages the services of any such base building or designated engineer(s) or consultant(s) with respect to any such component(s) of the Tenant’s Work in which event the Tenant shall not be responsible for any costs incurred by Landlord detailed plans and specificationsin respect thereof. The Tenant shall not be responsible for any charges for electrical use or other security, for management, supervision, or elevator use, or other special Landlord costs, during the construction of the Tenant’s Work or Landlord’s Work, in form reasonably satisfactory prior to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing Commencement Date. Landlord shall co-ordinate with the applicable Authority, if filing is required by applicable Laws Tenant the use of one (such plans and specifications together with revisions thereto, collectively, “1) service elevator for the Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, anduse during its Fixturing Period.

Tenant’s Work. (a) Subject to matters beyond the control of Tenant, as defined in Section 5.1 Except as may be expressly provided in this lease16.01 hereof, Tenant shall, on or before the Term Commencement Date, at Tenant's sole cost and expense, construct a building containing approximately 35,000 square feet which shall not replace any fixtures be suitable for use for the purposes set forth in Section 4.01(a) hereof, together with a parking lot sufficient to service such building with such use, and all other Improvements (hereinafter defined) on the Premises or make any changesas described in Exhibit "C" ("Tenant's Work"). Tenant's Work shall be performed in accordance with (i) plans, improvementsspecifications, alterations or additions and drawings reasonably approved by Landlord and (collectivelyii) all applicable federal, “Tenant’s Work”state and local codes and regulations and (iii) all applicable restrictions of record, including but not limited to plan approval requirements of the Polaris Design Review Committee ("PDRC"), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent 's approval of Tenant's plans, specifications, and drawings shall not be unreasonably withheld or delayed if Tenant’s Work withheld, provided said submittal is in accordance with the foregoing and a certain Declaration of Outparcel Development Standards and Summary of and Elaboration on Declaration of Outparcel Development Standards (a) is nonstructuralcollectively, and the "Criteria"), attached hereto as Exhibit "D". (b) does not Tenant shall submit to Landlord for Landlord's review and approval Tenant's conceptual and preliminary plans, specifications, and drawings for all work to be performed on or about the Premises within forty five (i45) affect any part days of the Real Property outside date of this Lease, and Tenant shall submit to Landlord for Landlord's review and approval the final plans, specifications, and drawings for all work to be performed on or about the Premises within ninety (including the Building roof90) or the exterior days of the Premisesdate of this Lease, (ii) affect any structural element which submittal shall also include evidence of prior approval of the Buildingsame by the PDRC. Landlord shall respond to Tenant's submittal of plans, specifications and drawings within twenty-one (iii21) adversely affect days of receipt of same by Landlord. In the event Landlord disapproves Tenant's submittal, then Landlord shall specify said reason, and Tenant shall resubmit the same to Landlord within ten (10) days of receipt of Landlord's disapproval. Tenant shall prepare final working plans, specifications and drawings in accordance with the Criteria, and as required by all applicable governmental agencies and subject to all applicable restrictions of record. Plans, specifications and drawings shall include, but not be limited to, floor plans, criteria requirement drawings, schematic design drawings, site line studies and exterior elevations, equipment drawings, site improvement drawings, site utility plans, landscape and irrigation plans, signage plans, site grading and paving plans, a parking layout, trash storage and screening plans, and ingress/egress and traffic circulation plans, inclusive of signage controls and markings. No material deviations from the final plans, specifications and drawings, once approved by Landlord and the PDRC, shall be permitted. (c) Landlord's review of Tenant's plans, specifications and drawings shall not constitute the assumption of any Building systemresponsibility by Landlord for their accuracy or sufficiency, and shall in no event create an express or (iv) require an amendment implied confirmation that Tenant's design and/or plans, specifications and drawings have been prepared in accordance with the requirements of the applicable laws, codes, ordinances and regulations. Tenant shall obtain, at Tenant's sole expense, all building permits, certificates and approvals which may be necessary so that a certificate of occupancy for the Premises or may be issued. Upon the Buildingissuance of the certificate of occupancy, ( c) is not visible outside the Premises and a copy thereof shall be immediately delivered to Landlord. (d) is performed only by contractors Within twenty (20) days after Tenant's completion of its building and subcontractors first approved by all other improvements to the Premises Tenant shall provide Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior as-built drawings of the Premises, carpeting, same in Auto Cadd 14 electronic format. (e) In addition to Tenant's Work and installation the obligations of shelving and display cases) inside Tenant to construct a portion of the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans Access Easement Drive (as defined provided in Section 5.2) as approved by Landlord. As part of Tenant’s Work5.04 hereof), Tenant shall soundproof perform site work in the Premises areas designated as Area A and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interestsArea B, liensshown on Exhibit C-1, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, pursuant to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, Exhibit C-2. The cost of the site work performed by Tenant in which case Tenant Area A shall be obligated to remove such borne by Tenant’s Work. Section 5.2 Prior to commencing any ; the cost of the site work in Area B shall be reimbursed by Landlord within 60 days after the receipt by Landlord of a detailed invoice therefor from Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable lien waivers from the contractor and all subcontractors that performed the work. The cost of construction of a portion of the Access Easement Drive shall be paid for filing with as set forth in Section 5.04 hereof. In the applicable Authorityevent Landlord fails to reimburse Tenant for the cost of site work in Area B, if filing is required by applicable Laws (such plans and specifications together with revisions theretointerest thereon at the rate set forth in Section 2.07 hereof, collectively, “Tenant’s Plans”)within sixty (60) days after receipt of a detailed invoice therefor, and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to lien waivers from the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Workcontractor and all subcontractors that performed such work, Tenant shall have the right to offset such amount against twenty-five percent (a25%) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workthe next following Minimum Rent installments due hereunder, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (until the entire obligation has been paid in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andfull.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures have the right to perform certain alterations and improvements in the Premises or make any changes, improvements, alterations or additions (collectively, the “Tenant’s WorkInitial Leasehold Improvements”). Notwithstanding the foregoing, Tenant and its contractors shall not have the right to perform Initial Leasehold Improvements in the PremisesPremises unless and until Tenant has complied with all of the terms and conditions of Article 4 of the Lease, the Real Property, the Building systems, or any part thereofincluding, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work limitation, approval by Landlord of (a) is nonstructuralthe final plans for the Initial Leasehold Improvements, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not to be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for retained by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove perform such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to LandlordInitial Leasehold Improvements, and (c) deliver the insurance coverage obtained by Tenant and its contractors in connection with the Initial Leasehold Improvements. Tenant shall be responsible for all elements of the plans for the Initial Leasehold Improvements (including, without limitation, compliance with law, functionality of design, the structural integrity of the design, the configuration of the premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of such plans shall in no event relieve Tenant of the responsibility therefor. Landlord’s approval of the contractors to Landlord certificates perform the Initial Leasehold Improvements shall not be unreasonably withheld. Landlord’s approval of the general contractor to perform the Initial Leasehold Improvements shall not be considered to be unreasonably withheld if any such general contractor (in form i) does not have trade references reasonably acceptable to Landlord, (ii) evidencing does not maintain insurance as required by Landlord, (iii) does not have the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons ability to be employed bonded for the work in an amount satisfactory to Landlord, (iv) does not provide current financial statements reasonably acceptable to Landlord, or (v) is not licensed as a contractor in the performance state and municipality in which the Premises is located. Tenant acknowledges the foregoing is not intended to be an exclusive list of any Tenant’s Work, andthe reasons why Landlord may reasonably withhold its consent to a general contractor.

Tenant’s Work. (a) Except for Landlord’s Work (as defined in Section 5.1 Except as may be expressly provided in this lease4 of Exhibit B-1 hereto), Tenant shall not replace any fixtures in all of the work required to prepare the Premises or make any changes, improvements, alterations or additions for Tenant’s use and occupancy (collectively, “Tenant’s Work”) shall be performed by Tenant pursuant to this Exhibit, in accordance with all of the provisions of the Lease relating to Alterations, as applicable, and all other applicable provisions of the Lease, including the insurance, damage and indemnification provisions. Tenant acknowledges that Tenant’s Work is being accomplished for its own account, Landlord having no responsibility or obligation in respect thereof, subject to the obligations of Landlord set forth herein in respect of the Improvements Allowance and those set forth in Exhibit B-1 hereto. (b) The parties acknowledge and agree that Tenant’s Work may, if Tenant requires, include (without limitation) the following, in accordance with the provisions of the Lease and this Exhibit: (i) installation of supplemental HVAC unit(s) for Tenant’s computer data center and lab room(s); (ii) construction of an employee cafeteria; (iii) construction of an employee gym with restrooms, showers and lockers; and (iv) construction of certain office improvements and secure areas to meet the clearance requirements for certain government contracts and security clearances. (c) The parties acknowledge that the Building is not certified under the Leadership in Energy and Environmental Design program of the U.S. Green Building Council (“LEED”). Tenant shall not be required by Landlord to comply with LEED unless required by a governmental agency in accordance with applicable Laws. (d) Tenant shall not be required by Landlord to install a direct digital control (“DDC”) system unless required by a governmental agency in accordance with applicable Laws. Notwithstanding the foregoing, (i) Tenant may evaluate whether the existing DDC system in the Building has adequate capacity for Tenant’s improvements, and Tenant shall have the right to tie into the Building’s existing DDC system, at Tenant’s sole cost and expense (or from the Improvements Allowance) but without payment of a separate charge for Landlord’s system (subject to the provisions of the Lease relating to Operating Expenses), and (ii) if Tenant elects to do so, Landlord, at Landlord’s sole cost and expense, shall do such work, if any, as may be required to put the existing DDC panel serving the Premises in good working order, after notice from Tenant within the applicable Inspection Period and otherwise in accordance with the provisions of Section 4 of Exhibit B-1 hereto. (e) Notwithstanding anything to the Premisescontrary contained in this Lease, (i) Landlord and Tenant agree that the Real Propertymechanical contractor for Tenant’s Work shall be one of ACCO, Air Conditioning Solutions, Integrated Mechanical, Air Tec, ▇▇▇▇▇▇▇ Mechanical, Inc., Emcor Services/Mesa Energy Systems, Western Allied Corporation, CE Mechanical, Control Air, Vision Mechanical, Western Air ▇▇▇▇▇▇▇, as selected by Tenant, and that the Building systemsfire and life safety contractor for Tenant’s Work shall be one of Pyro Comm, or any part thereofChubb, without TRL Systems, BEC, Inc., Simplex ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if , ISC Electronic Systems, as selected by Tenant; and (ii) Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is shall be performed only by other contractors and subcontractors first reasonably approved in advance in writing by Landlord, which may be union or non-union contractors or subcontractors. (f) Landlord (which approval shall not be unreasonably withheld or delayed). hereby approves ▇▇▇▇▇ Lang LaSalle as Tenant’s project manager, ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of ▇ Architecture as Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises architect (“Cosmetic AlterationsTenant’s Architect”), provided and ARC Engineering as Tenant’s engineer for the preparation of mechanical, electrical and plumbing drawings and specifications. (g) Landlord agrees that Tenant complies with will be allowed, as part of the other applicable provisions Tenant’s Work, to install a 480-volt, 3 phase, 4 wire feeder and the necessary infrastructure (including facilities necessary to connect to the Building’s main electrical system) to serve Tenant’s computer rooms and kitchen area; provided, however, that (i) Landlord makes no representations or warranties regarding such installation or the need to upgrade the existing Building electrical panel and systems, (ii) Tenant (and not Landlord) shall be responsible for making any upgrades to the Building Structure and Systems for purposes thereof (including as needed to maintain adequate capacity for the remainder of the Building), (iii) Tenant shall be solely obligated to repair and maintain the same after installation thereof; and (iv) Tenant shall install a meter or submeter for the same and shall pay separately for the electricity usage thereof. Any such connection and installation shall be subject to Landlord’s reasonable conditions therefor and shall otherwise be pursuant to the terms of this lease. Exhibit B and this Lease. (h) Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant and subject to Landlord’s reasonable conditions, shall soundproof be allowed to install vertical shafts and/or risers to the Premises roof and install appropriate ventilation if required so that other areas in the Building for water, sanitary sewer, gas and gas exhaust, including tying into the Building gas system, as well as vent shafts and a grease interceptor or grease trap, as needed, in connection with the construction of Tenant’s use kitchen on the fifth floor of the Premises shall Premises; provided, however, that (i) Landlord makes no representations or warranties regarding such installation or the need to upgrade the existing Building gas systems, (ii) Tenant (and not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work Landlord) shall be fully paid responsible for by Tenant when payment is due making any upgrades to the Building Structure and shall not be financed with any conditional sales or title retention agreements or by Systems for purposes thereof (including as needed to maintain adequate gas capacity for the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration remainder of the Term Building), (or the sooner termination of this lease in accordance with its provisionsiii) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be solely obligated to remove repair and maintain the same after installation thereof; and (iv) Tenant shall install a meter or submeter for the same and shall pay separately for the gas usage thereof. Any such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory installation shall be subject to Landlord, prepared, certified, signed ’s reasonable conditions therefor and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not otherwise be unreasonably withheld or delayed pursuant to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to terms of this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (Exhibit B and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andthis Lease.

Tenant’s Work. Section 5.1 Except as may be expressly provided in Subject to the terms, provisions, and conditions of this leaseWork Letter, Tenant shall not replace any fixtures in cause (i) the build-out and construction of the Premises or make any changesand certain Tenant improvements (the “TI Work”), improvementsto be completed by the General Contractor in general accordance with (a) the description of Tenant’s responsibilities for the TI Work described on Schedule 1 attached hereto (the “Tenant TI Work Responsibilities”), alterations or additions (b) the TI Plans, and (ii) the installation of all furniture, fixtures, and equipment necessary to ready the Premises for Tenant’s Permitted Use (collectively, with the TI Work, the “Tenant’s Work”). The TI Plans (once approved as provided below, are sometimes referred to herein as the “Approved Plans”) will be developed as follows: 3.1 Promptly following the Effective Date, Tenant shall cause the Tenant Improvement Designer to prepare complete, detailed working plans and specifications (consistent with the Tenant TI Work Responsibilities) sufficient to enable subcontractors to bid on the work, to obtain the necessary building permits, and to then fully complete the TI Work, including without limitation, electrical requirements, telephone requirements, special HVAC requirements, plumbing requirements, and all interior and special finishes (once approved by Landlord, the “TI Plans”). The TI Plans must reflect all of the TI Work to be performed by or on behalf of T▇▇▇▇▇. Any work not so included will not constitute part of Tenant’s Work and will require separate approval from Landlord as an Alteration. The TI Plans may be produced in phases reflecting the phases of construction. Tenant shall provide the first phase of the TI Plans in their then current state of completion to Landlord within ten (10) days after the Closing. Landlord shall, within ten (10) business days following its receipt of the TI Plans, either approve such TI Plans or provide Tenant with the reasons that Landlord is withholding such approval—which reasons must be reasonable. If Landlord does not approve the TI Plans, Tenant shall immediately meet with the Tenant Improvement Designer to have the TI Plans revised, in a manner acceptable to Tenant and consistent with Landlord’s comments, and then resubmitted to Landlord for approval (with such subsequent approvals/disapprovals being provided by Landlord within three (3) business days of the complete submittal of the revised TI Plans). Notwithstanding the foregoing, if Landlord fails to respond to any TI Plans within ten (10) business days of receipt thereof, and provided that such TI Plans included a cover notice that stated, in bold, capitalized letters, FAILURE TO RESPOND WITHIN 10 BUSINESS DAYS WILL RESULT IN DEEMED CONSENT, Landlord will be deemed to have approved the TI Plans. 3.2 Simultaneously with submission of the TI Plans to Landlord for approval, Tenant shall submit the TI Plans to the appropriate Governmental Authorities for issuance of applicable building permits necessary to allow the General Contractor to commence construction of the TI Work; provided, however, in no event shall Tenant submit the TI Plans for a second round of approval to the applicable Governmental Authorities prior to receipt and incorporation of any comments from Landlord, which must be provided by Landlord no later than the date Tenant receives comments from the applicable Governmental Authority. Once Landlord has approved the TI Plans, no changes, modifications, or alterations in the TI Plans or the TI Work may be made without the prior, written consent of Landlord, provided that Landlord may withhold its approval thereof based on the reasons for disapproval set forth in Section 4.2 below. 3.3 The Tenant’s Work shall be completed by Tenant through the General Contractor in a first-class and workmanlike manner in accordance with the Landlord-approved TI Plans, this Work Letter, and in compliance with all applicable laws, codes, ordinances, and other governmental requirements then applicable to the Premises and the Building. Except to the extent Landlord and Tenant agree otherwise (e.g. for specialized trades where competitive bids are not practical), subcontracting work of the major trades shall be competitively bid by at least three subcontractors. Tenant and Landlord shall each have the ability to recommend subcontractors, and Tenant shall request bids from such recommended subcontractors. The cost of the TI Work, including both hard and soft costs, will be Tenant’s sole responsibility, subject to application of the TI Work Allowance (as defined below), as provided below. 3.4 Commencing on the date that Landlord commences Landlord’s Work and subject to approval by the City of Oceanside, Landlord shall allow Tenant access to the applicable portion of the Premises for the sole purpose of Tenant performing the Tenant’s Work in the applicable portion of the Premises and without the obligation to pay Rent until the Rent Commencement Date. Landlord and Tenant shall cooperate and Tenant will proceed in good faith to avoid causing any delays or disruptions. T▇▇▇▇▇ further acknowledges and agrees that except as caused by the gross negligence or willful misconduct of Landlord, Landlord shall not be liable for any injury, loss or damage which may occur to any of Tenant’s Work made in or about the Premises in connection with such entry or to any property placed therein prior to the Lease Commencement Date, the same being at Tenant’s sole risk and liability. Tenant shall be liable to Landlord for any damage to any portion of the Premises, including the Real PropertyTI Work, caused by Tenant or any of Tenant’s employees, agents, contractors, subcontractors, consultants, workmen, mechanics, suppliers and invitees. 3.5 Tenant acknowledges and agrees that, at T▇▇▇▇▇’s request, L▇▇▇▇▇▇▇ took certain actions and incurred certain costs prior to the Effective Date in connection with the TI Work, including without limitation, the Building systemspreparation of those design documents, site plan and elevations by SCA Architecture in an amount not exceeding $300,000 (the “Early Start Action Costs”). While the Early Start Action Costs have been included as part of the Allowable Costs (as defined below), in the event of any early termination of the Lease which is not as a result of Landlord’s actions (including but not limited to Landlord’s failure to timely deliver the Premises pursuant to Section 2 of the Lease), Tenant shall reimburse Landlord for fifty percent (50%) of the Early Start Action Costs within ten (10) days of Tenant’s receipt of Landlord’s written statement (including invoices, as applicable) of the Early Start Action Costs. Such obligation shall survive such early termination of the Lease. 3.6 Tenant shall pay Landlord a construction management fee in connection with the TI Work in the amount of $12,000 per month, beginning upon the commencement of construction of Landlord’s Work and continuing to be due on the first day of each month thereafter until the earlier of (1) expiration of twenty-four (24) months, or any part thereof(2) termination of the Lease. 3.7 Tenant shall enter into the TI Work Contract (as defined below) as and when required by Section 7.1.2, without ▇below, unless Landlord approves otherwise in writing. The satisfaction of such obligation is and shall be a condition precedent to L▇▇▇▇▇▇▇’s prior consent. obligation to commence the Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, and any failure thereof shall constitute a Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result Delay unless otherwise approved in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Workwriting. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except (A) Tenant shall be responsible for all work, construction, installations or improvements in or to the Premises which is not designated as Landlord’s Work (including but not limited to the installation of all fixtures, furniture, equipment and other installations), such work to be hereinafter referred to as “Tenant’s Work,” and shall be at Tenant’s sole cost and expense, subject to the Landlord’s making available the Leasehold Improvement Allowance and Additional Leasehold Improvement Allowance. Prior to commencing Tenant’s Work, Tenant shall submit drawings and specifications describing Tenant’s Work, showing all aspects of such work in reasonable detail, for Landlord’s review and approval, which shall not be unreasonably withheld, conditioned or delayed, and in accordance with the following: (i) It is understood that the Construction Drawings (hereinafter defined) will not be reviewed and approved by the pertinent governmental authority having jurisdiction prior to submission by Tenant to Landlord, and as such Tenant may be required to modify the Construction Drawings based upon the permit review comments, and any such modifications which do not affect the Base Building or Base Building Systems are hereby approved. Tenant shall promptly advise Landlord of receipt such changes and will provide a copy of such changes to Landlord in a timely fashion after Tenant’s receipt of such changes. With respect to any such changes to the Construction Drawings or other required information which affect the Base Building or Base Building Systems Landlord and Tenant shall cooperate in good faith and as expeditiously as possible to obtain approval of and/or resolve any issues with respect thereto in a timely fashion and so as to not unduly delay Tenant’s resubmission to the permit review authority. (ii) With respect to Tenant’s Work, Tenant shall engage, at its expense, but subject to payment from the Leasehold Improvement Allowance and Additional Leasehold Improvement Allowance, an interior architectural firm to provide all normal design and construction administration services (“Tenant’s Architect”). (iii) Tenant shall also engage an engineer to create the mechanical, electrical and plumbing (“MEP”) working drawings related to the Premises, and such other engineers and/or consultants as may be expressly necessary for preparation of all necessary Construction Drawings, with the cost of such engineers being paid by Tenant, but subject to payment from the Leasehold Improvement Allowance and the Additional Leasehold Improvement Allowance. (iv) For all purposes relevant herein, Landlord hereby approves The M Group as the Tenant’s Architect. (v) Tenant shall be responsible to supply all information needed in order for its architects and engineers to prepare final construction and engineering drawings, provided in this leasethat Landlord shall provide any information regarding the base building systems and improvements as may be necessary for Tenant’s architect and engineers to prepare construction drawings and MEP drawings, provided all such information shall be subject to field verification by Tenant’s architect and engineers. (vi) Prior to commencement of construction, Tenant shall provide Landlord with four (4) copies of design documents sufficiently detailing the construction of Tenant’s Work and of a completion level adequate to submit for the building permit ( “Tenant’s Proposed Construction Drawings”). As soon as practicable after receipt of Tenant’s Proposed Construction Drawings, but in no event more than ten (10) business days after receipt thereof, Landlord shall return Tenant’s Proposed Construction Drawings to Tenant with Landlord’s suggested modifications and/or approval noted thereon, provided that Landlord’s review and comment shall be restricted to: (i) matters affecting the Building’s mechanical, electrical, plumbing and HVAC systems, its structural components and/or its exterior appearance; (ii) matters relating to the integration of improvements to be installed by Tenant with any base building systems and/or utility systems and facilities serving the Building; and/or (iii) any matters relating to the compliance of the Proposed Construction Drawings with applicable legal requirements. Plans shall be deemed approved if Tenant does not replace receive Landlord’s written proposed modifications or approval within ten (10) business days after Landlord’s receipt of Tenant’s Proposed Construction Drawings. Landlord and Tenant shall negotiate in good faith to promptly resolve any fixtures disagreements based upon the Landlord’s proposed modifications and, after mutual agreement, Tenant shall make such agreed-upon modifications to the Tenant’s Proposed Construction Drawings. The parties shall attempt to reach agreement as soon as possible, and in all events within fifteen (15) business days after the date upon which Tenant receives Landlord’s proposed modifications to the Proposed Construction Drawings. (vii) If Landlord’s proposed modifications are acceptable to Tenant, Tenant’s Proposed Construction Drawings shall thereafter be revised by Tenant to reflect the applicable changes, and the same shall be resubmitted to Landlord for approval not later than fifteen (15) business days after Tenant’s acceptance of Landlord’s modifications (but in any event, prior to re-submission to Fairfax County). Tenant shall be allowed to commence construction, if allowable by the authority having jurisdiction, prior to resubmission of Tenant’s Proposed Construction Drawings, provided that Tenant has received all permits and authorizations required by Fairfax County to undertake those portions of the Tenant’s Work to then be so commenced, if any. After the first submission and resubmission, Landlord and Tenant agree to restrict further objections or disputes to matters which have not previously been agreed upon or accepted by the other party. The parties shall, in all events, act in good faith and use all reasonable efforts to reach agreement as soon as possible. Upon approval by Landlord and Tenant of the Tenant’s Proposed Construction Drawings, the same shall constitute the “Construction Drawings” for all purposes hereof, and the work shown on the Construction Drawings shall constitute Tenant’s Work hereunder. (B) Tenant shall be responsible for all costs associated with the preparation of the Proposed Construction Drawings and the Construction Drawings and all other costs related to Tenant’s Work incurred in accordance with this Exhibit C, and subject to the Leasehold Improvement Allowance and the Additional Leasehold Improvement Allowance. (C) Tenant shall bear financial responsibility, subject to the Landlord’s obligation to disburse the Leasehold Improvement Allowance and the Additional Leasehold Improvement Allowance in accordance with this Exhibit C, for all hard and soft costs associated with the performance of Tenant’s Work including (i) any permitting costs, inspection fees and other governmental charges associated with Tenant’s Work, design, architectural, engineering and professional fees and blueprinting costs in connection with preparation of the Space Plan, the Proposed Construction Drawings and the Construction Drawings (the “Soft Costs”), and (ii) all costs of labor and materials, including construction management, for the installation of Tenant’s Work (the “Hard Costs”). Landlord shall grant Tenant a “Leasehold Improvement Allowance”, which can be used for any purpose, related to Tenant’s occupancy including, but not limited to (i) all customary hard and soft construction costs, (ii) telecommunications equipment, AV equipment and installation, (iii) building signage, manufacturing, and installation, (iv) furniture, other specialty trade fixtures, Tenant’s internal security system and other specialty equipment, (v) design fees, legal fees and consultant fees, and (vi) any moving cost of any kind or nature, relating to Tenant’s relocation to the premises (all of the foregoing being collectively, the “Costs”) in an amount equal to the sum of (i) Fifty and 00/100 Dollars ($50.00) multiplied by the total number of rentable square feet in the Premises (exclusive of Storage Space and Lower Level Space), and (ii) Thirty and 00/100 Dollars ($30.00) multiplied by the total number of useable square feet of the Lower Level Space; provided that not less than Thirty Dollars ($30.00) per rentable square foot of the Premises shall be used for Hard Costs and Soft Costs. Tenant shall be responsible for all Costs. Failure by Tenant to pay all Costs on a timely basis or make submit to the Landlord for payment out of the Leasehold Improvement Allowance so as to avoid the assertion of any changesstatutory and/or common law lien against the Premises or Building shall constitute a default by Tenant for all purposes of the Lease. Tenant may request disbursement from the Leasehold Improvement Allowance and/or the Additional Leasehold Improvement Allowance up to six (6) months after the Rent Commencement Date. Notwithstanding anything to the contrary contained herein or in the Lease, improvementsLandlord shall have no obligation to advance any portion of the Leasehold Improvement Allowance or the Additional Leasehold Improvement Allowance at any time during which any lien, alterations or additions notice of any lien, is filed against the Building or the Premises as a result of Tenant’s Work or the non-payment thereof, except if non-payment is the result of Landlord’s failure to meet the Landlord’s payment obligations pursuant to this Exhibit C. Landlord and Tenant agree that the Leasehold Improvement Allowance or the Additional Leasehold Improvement Allowance shall be paid to Tenant monthly, as Costs are incurred in connection with Tenant’s Work, or (at Tenant’s election) directly to Tenant’s General Contractor, architect, Construction Manager, or other vendors (collectively, “Tenant’s WorkVendors”), to . Together with each requisition for an advance from the Premises, the Real Property, the Building systems, Leasehold Improvement Allowance or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part Additional Leasehold Improvement Allowance on account of the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesHard Costs and/or Soft Costs, (ii) affect any structural element of the Buildingand, (iii) adversely affect any Building systemas applicable, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part upon completion of Tenant’s Work, Tenant shall soundproof submit to Landlord a payment request, seeking disbursement to Tenant or Tenant’s Vendors (at Tenant’s election), which includes: (i) with respect to the Premises and install appropriate ventilation if required so final disbursement from the Leasehold Improvement Allowance or Additional Leasehold Improvement Allowance, a certificate of Tenant’s Architect to Landlord certifying that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant has been substantially completed in accordance with the provisions Construction Drawings, and that all punch list items noted by the parties have also been fully completed; (ii) with respect to the final disbursement from the Leasehold Improvement Allowance or Additional Leasehold Improvement Allowance, a copy of the final non-residential use permit issued to Tenant by Fairfax County with respect to the Premises; (iii) with respect to the final disbursement from the Leasehold Improvement Allowance or Additional Leasehold Improvement Allowance, a copy of complete Contract Documents for Tenant’s Work, including two (2) sets of as-built plans therefor; (iv) for the funds requested by the Tenant’s General Contractor, a duly executed partial, or, as applicable with respect to the final disbursement from the Leasehold Improvement Allowance or Additional Leasehold Improvement Allowance, final, release of liens executed by Tenant’s General Contractor in connection with that portion of the Tenant’s Work for which such disbursement request is being made, in form and substance reasonably satisfactory to Landlord, acknowledging previous payment in full for such labor and/or materials, and fully and forever waiving any and all statutory and/or common law liens which might otherwise be asserted by them against the Premises (or any portion thereof) or the Building in connection with Tenant’s Work; (v) from the Tenant’s General Contractor, a complete copy of the Tenant’s general contract, and any change orders thereto or directives issued thereunder (to the extent not previously provided to Landlord), a duly executed AIA form G-702 application for payment, together with all accompanying exhibits thereto, covering (in the case of funds for Hard Costs) that portion of the Tenant’s Work for which payment is then requested. For other Tenant Vendors, appropriately detailed invoices shall be provided in lieu of an ALA G702 form; (vi) with respect to any on site stored materials for which payment is requested, or for any costs in the nature of fixtures and equipment, a ▇▇▇▇ of sale and certificate of insurance for all such materials, and evidence that the same have been delivered to the Premises; (vii) For all other Costs, such evidence as Landlord and/or Landlord’s mortgagee may reasonably require to evidence that such Costs have been incurred and are appropriately requested from the Leasehold Improvement Allowance or Additional Leasehold Improvement Allowance in accordance with the terms of this Article Exhibit C. Landlord shall pay the Allowance to Tenant after Landlord has received all of the applicable items listed above. Tenant shall submit all of the applicable items listed above by the 25th of each month. Landlord shall pay the Allowance to Tenant by the 25th of the following month. Tenant acknowledges that the Allowance will be paid from the Landlord’s construction loan and any request for payment shall be subject to lender review, approval and timing to fund. Notwithstanding the above, provided Tenant has duly and properly submitted its request for payment accompanied by the applicable items listed above, Landlord relinquishes its rights theretoshall be liable for actual damages incurred by Tenant as a result of Landlord’s failure to timely pay any portion of the Leasehold Improvement Allowance or Additional Leasehold Improvement Allowance to Tenant which has been properly requisitioned, in which case accompanied by all supporting documentation required hereby. Tenant shall be obligated to remove use good faith efforts to attempt to mitigate any such actual damage. The amount of any such damage shall (i) exclude in all events consequential and punitive damage, and (ii) be added as an increase to and advanced as a part of the increased Leasehold Improvement Allowance. Notwithstanding the foregoing to the contrary, Tenant’s requests for payments to Tenant’s General Contractor shall include a retainage of 10% until completion of the General Contractor’s services. (D) In the event the sum of actual Hard Costs and Soft Costs incurred by Tenant in connection with Tenant’s Work are in excess of the Leasehold Improvement Allowance, then, Tenant shall provide Landlord, as part of the monthly requisition process, with thirty (30) days prior written notice that intends to utilize all or a portion of the Additional Leasehold Improvement Allowance, and subject to the requisition procedure as is set forth above, upon Tenant’s request, Landlord shall make additional funds available to Tenant, in an amount up to an additional Fifteen Dollars ($15.00) per rentable square foot of the Premises (“Additional Leasehold Improvement Allowance”) to fund the difference between the Leasehold Improvement Allowance and the actual sum of Hard Costs and Soft Costs incurred and requested by Tenant in connection with Tenant’s Work. Section 5.2 Prior . The Additional Leasehold Improvement Allowance shall be fully amortized and repaid by Tenant at an interest rate of nine percent (9%) per annum over the Lease Term, with the payment therefor to commencing any Tenant’s Work other than purely Cosmetic Alterationsbe made at the same time as the Base Rent, beginning January 1, 2004 (and Landlord shall provide Tenant shallwritten confirmation of the monthly amounts thereof); provided that Tenant may, at Tenant’s expenseoption, deliver prepay such amount at any time without penalty. In the event any Additional Leasehold Improvement Allowance is made available to Landlord detailed plans and specificationsTenant, for Tenant’s Workthe repayment thereof, in form reasonably satisfactory to Landlordalthough being made simultaneously with payments of Base Rent under the Lease, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed subject to rent adjustment as is set forth in Section 1.5.1 of the Lease. (E) To the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇that the sum of actual Hard Costs and Soft Costs incurred and requested by Tenant in connection with the Tenant’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Articleless than the Leasehold Improvement Allowance, Landlord will credit the unused portion of the Leasehold Improvement Allowance against the first Base Rental payment(s) due under the Lease. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver not be entitled to Landlord copies of) all required permits and authorizations utilize any portion of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andAdditional Le

Tenant’s Work. Section 5.1 Except as may be expressly provided in Subject to the provisions of this Article, Article 3, all other provisions of this lease, Tenant shall not replace any fixtures and the rules and regulations of the building now or hereafter in the Premises or make any changeseffect, improvements, alterations or additions (collectively, “Tenant’s Work”), Owner's consent to the Premises, performance by Tenant of work ("Tenant's Work") consisting of nonstructural alterations to the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if demised premises in accordance with Tenant’s Work 's Plans (aas defined below) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed, provided that (i) Tenant is not then in default under this lease following any required notice and the expiration of any applicable cure period, (ii) Tenant's Work is not structural (except that Tenant shall have the right, subject to and in accordance with all of the provisions of this lease, including, without limitation, the obligation to remove same if requested by Owner, to install internal stairs between the contiguous full floors constituting the demised premises), (iii) the outside appearance of the building shall not be affected, (iv) Tenant's Work shall not affect any structural part of the building (except as provided in clause (ii) of this paragraph (a)), (v) no part of the building outside of the demised premises shall be affected, (vi) the mechanical, electrical, plumbing and other service and utility systems of the building shall not be materially and adversely affected, and (vii) Tenant's Work shall comply with the applicable provisions of this lease and law. ▇▇▇▇▇▇▇▇’s Notwithstanding the foregoing, Owner's consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (for decorative work within the demised premises such as painting painting, carpeting and wall covering, provided that the interior foregoing provisions of clauses (i) through (vii) of this paragraph are satisfied, prior notice of the Premises, carpetingwork in reasonable detail is provided to Owner, and installation the work shall not require the filing of shelving plans. Any Tenant's Work which is required to be performed by Tenant pursuant to any provision of this lease which is structural or which affects any mechanical, electrical, plumbing or other service or utility system of the building shall be performed in accordance with this Article and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the all other applicable provisions of this lease. Tenant’s Work shall be performed, or may, at Owner's option, be performed by Owner at Tenant’s expense, with diligence when started so as to promptly complete it 's expense (in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Workwhich event, Tenant shall soundproof pay Owner in installments, in advances, as the Premises and install appropriate ventilation if required so that Tenant’s use of work progresses). (a) Prior to the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting commencement of any security interestsTenant's Work requiring Owner's consent, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated submit to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic AlterationsOwner for its approval five sets of complete plans, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans drawings and specifications, suitable for filing if filing is required ("Tenant's Plans"), including, without limitation, all mechanical, electrical, air conditioning and other utility systems and facilities, for Tenant’s 's Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed prepared by an architect or and/or engineer duly licensed to practice in the State of New York. Within 10 days following Owner's receipt of Tenant's Plans, Owner shall review or cause the same to be reviewed and suitable for filing shall thereupon return to Tenant four sets of Tenant's Plans with the applicable Authority, if filing is required by applicable Laws Owner's approval (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans which shall not be unreasonably withheld or delayed delayed) or disapproval noted thereon, and if same shall be disapproved in any respect Owner shall state in reasonable detail the reasons for such disapproval. If Owner shall not approve Tenant's Plans, Tenant shall, within 10 days of receipt thereof, cause its architect or engineer to make such changes to Tenant's Plans as Owner shall require and shall thereupon resubmit the same to Owner for its approval. To the extent required pursuant to any mortgage affecting the building, Tenant's Plans shall also be subject to the extent ▇▇▇▇▇▇▇▇’s consent prior approval of the holder of such mortgage. Following the approval of Tenant's Plans, the same shall be final and shall not be materially changed by Tenant without the prior approval of Owner, which shall not unreasonably be withheld or delayed (and such mortgagee, if required), except as may be required by law. Tenant shall give prior notice to ▇▇▇▇▇▇’s Owner of any changes required by law and shall furnish Owner (and such mortgagee, if required) with copies of all such required changes in Tenant's Plans. Owner's approval of Tenant's Plans or of any revisions shall not constitute an opinion or agreement by Owner that the same are structurally sufficient or the Tenant's Plans are in compliance with law, nor shall such approval impose any present or future liability on Owner or waive any of Owner's rights under this lease. Owner's approval of Tenant's Plans shall be conditioned upon Tenant employing licensed persons and firms and labor for the performance of Tenant's Work shown on Tenant’s Plans is so as not to cause any jurisdictional or other labor disputes in the building. In any event, all contractors Tenant proposes to employ shall be subject to Owner's prior approval, which will not be unreasonably withheld or delayed delayed. Such approval shall be requested by Tenant prior to the commencement of any Tenant's Work. (b) Promptly following Owner's approval of Tenant's Plans (if such approval is required pursuant to this Article), Tenant shall secure or cause to be secured, at Tenant's expense, all necessary approvals of Tenant's Plans from all governmental authorities having jurisdiction and all permits and licenses necessary to perform Tenant's Work. Before commencing Prior to the commencement of any Tenant’s 's Work, Tenant shall furnish Owner with (i) copies of Tenant's Plans as approved by such governmental authorities and copies of such permits and licenses, and (ii) if required by a mortgagee of the building, security reasonably acceptable to said mortgagee to secure the performance by Tenant of all of its obligations relating to the performance of and payment for Tenant's Work. (c) Following compliance by Tenant with its obligations under the foregoing provisions of this Article, Tenant shall promptly commence or cause to be commenced Tenant's Work and shall complete or cause the same to be completed with reasonable diligence, in a first-class, workmanlike manner in accordance with the approved Tenant's Plans, all licenses and permits, this lease, all applicable laws, ordinances and regulations of all governmental and insurance authorities and all applicable requirements of the Board of Fire Underwriters. All of Tenant's Work shall be performed in a manner so as to minimize inconvenience or disturbance to other tenants or contractors in the building. Any heavy demolition work, core drilling or other slab penetrations to be performed by Tenant as part of Tenant's Work shall be performed on business days before 8:00 A.M. or after 6:00 P.M. Tenant shall cause all construction work to be performed in a reasonable manner and shall comply with Owner's work regulations for the building (including, without limitation, the payment of charges for services and the review of Tenant's Plans). (d) Tenant shall pay its contractors, laborers, subcontractors, materialmen and suppliers in accordance with their respective agreements with Tenant, shall not cause or suffer any liens, mortgages, chattel liens, or other title retention or security agreements to be placed on the demised premises, any leasehold improvements therein or the building. Nothing contained in this Article or elsewhere in this lease shall be construed in any way as constituting any consent or authorization to Tenant to subject the land or the building or any part of the land or the building or any leasehold improvements or other personal property of Owner or the interest or estate of Owner or of the lessor under any underlying lease to any lien or charge in respect of Tenant's Work. All contracts or agreements made by Tenant with any third party for the furnishing of any labor or materials in connection with Tenant's Work (or any other work or alterations by Tenant) shall expressly provide that the contractor or materialman shall look solely to Tenant for the payment of any labor or materials furnished to the demised premises pursuant to such contract or agreement and that neither Owner nor the lessor under any underlying lease shall have any responsibility or liability for the payment thereof. (e) Promptly following the completion of Tenant's Work, Tenant shall (ai) obtain (and deliver submit to Landlord Owner copies of) of all required permits final governmental and authorizations of any Authority for such workfire underwriters' approvals or certificates evidencing the completion thereof in compliance with all governmental and fire underwriters' requirements, and (bii) deliver to Landlord Owner the general contractor's affidavit to the effect that (x) all work and materials have been completed and/or installed in accordance with Tenant's Plans, or such security as shall be reasonably satisfactory to Landlordchanges thereto which Owner may have previously approved, and (cy) deliver all laborers, materialmen and subcontractors employed by the general contractor have been paid in full, which affidavit shall be accompanied by lien releases from all such parties performing work costing $25,000 or more and/or such other data reasonably establishing payment or satisfaction of all other obligations in respect of Tenant's Work. (f) Nothing contained in this Article shall limit the provisions of Article 3 or any other provisions of this lease, except as specifically set forth in this Article. The provisions of this Article are in addition to Landlord certificates the provisions contained in Article 3 and elsewhere in this lease. (in form reasonably acceptable g) Notwithstanding the provisions of Article 3, Tenant shall not be required to Landlord) evidencing remove from the following insurance coverages from each contractor and subcontractor: demised premises (i) worker’s compensation insurance covering all persons to be employed normal office installations, other than bathrooms, kitchens, raised flooring, stairs and other installations the removal of which involves a material cost, (ii) any installations in the performance demised premises existing on the date of this lease or (iii) any installation which Owner, in Owner's written consent to any Tenant’s 's Work, andexpressly agrees need not be removed, in response to Tenant's specific written request.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, In the event Tenant shall not replace desires any fixtures in the Premises or make any changes, improvements, alterations or additions improvements to be made to refurbish the Remaining Premises (collectively, the “Tenant’s Work”), to the Premises, the Real Property, the Building systems, then said alterations or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work improvements shall be performed, performed at Tenant’s expensesole cost and expense (including, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this leasewithout limitation, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Workany dumpster fees, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installationutility fees, and shall remain upon hoisting charges during construction) and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Section 5.2 of the Lease. In the event Tenant’s Work entails more than a cosmetic remodel consisting of repainting the walls and replacing the carpet and/or wallcovering, Tenant shall provide Landlord relinquishes its rights theretowith detailed plans and specifications for Tenant’s Work (“Tenant Plans”) necessary to price, permit and construct any Tenant’s Work. The Tenant Plans will be subject to Landlord’s review and approval, which shall not be unreasonably withheld, conditioned, delayed, or denied and the work contemplated thereby must maintain the continuity of the appearance of the Building and shall not cause the mechanical systems of the Building to become unsafe, hazardous, or overloaded as reasonably determined by Landlord. Landlord shall review the Tenant Plans within seven (7) Business Days after receipt thereof and either (i) approve same or (ii) specify, in which case reasonable detail, the revisions required to enable approval. If Landlord fails to notify Tenant of Landlord’s disapproval of the Tenant Plans as provided above within such seven (7) Business-Day-Period, then Landlord shall be obligated deemed to remove such have given its approval of Tenant’s Plans. Tenant will have the right to utilize any union or non-union affiliated licensed general contractor (“Tenant’s Contractor”) for the construction of Tenant’s Work. Tenant’s Contractor shall be subject to Landlord’s review and approval, which shall not be unreasonably withheld, conditioned, delayed, or denied. Landlord shall promptly review Tenant’s Contractor within three (3) Business Days of receipt of Tenant’s selection and notification and shall either (a) approve the same, or (b) specify, in reasonable detail, the reasons why Tenant’s Contractor was not approved. If Landlord fails to notify Tenant of Landlord’s disapproval of Tenant’s Contractor as provided above within the three (3) Business-Day-Period, then Landlord shall be deemed to have given its approval of Tenant’s Contractor. The construction of Tenant’s Work shall be allowed to commence on the later to occur of (x) approval of the Tenant Plans, (y) approval of Tenant’s Contractor, and (z) Landlord’s receipt of copies of all necessary permits for the construction of Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. (a) Except for Landlord’s Work (as defined in Section 5.1 Except as may be expressly provided in this lease4 of Exhibit A-1 hereto), Tenant shall not replace any fixtures in all of the work required to prepare the Premises or make any changes, improvements, alterations or additions for Tenant’s use and occupancy (collectively, “Tenant’s Work”) shall be performed by Tenant pursuant to this Exhibit, in accordance with all of the provisions of the Lease relating to Alterations, as applicable, and all other applicable provisions of the Lease, including the insurance, damage and indemnification provisions. Tenant acknowledges that Tenant’s Work is being accomplished for its own account, Landlord having no responsibility or obligation in respect thereof, subject to the obligations of Landlord set forth herein in respect of the Improvements Allowance and those set forth in Exhibit A-1 hereto. (b) The parties acknowledge and agree that Tenant’s Work may, if Tenant requires, include (without limitation) the following, in accordance with the provisions of the Lease and this Exhibit: (i) installation of supplemental HVAC unit(s) for Tenant’s server room or Tenant’s specialized areas; (ii) construction of an employee break-room; (iii) construction of an employee gym with restrooms, showers and lockers; and (iv) construction of certain office improvements and secure areas to meet the clearance requirements for certain government contracts and security clearances. (c) The parties acknowledge that the Building is not certified under the Leadership in Energy and Environmental Design program of the U.S. Green Building Council (“LEED”). Tenant shall not be required by Landlord to comply with LEED unless required by a governmental agency in accordance with applicable Laws. (d) Tenant shall not be required by Landlord to install a direct digital control (“DDC”) system unless required by a governmental agency in accordance with applicable Laws. Notwithstanding the foregoing, (i) Tenant may evaluate whether the existing DDC system in the Building has adequate capacity for Tenant’s improvements, and Tenant shall have the right to tie into the Building’s existing DDC system, at Tenant’s sole cost and expense (or from the Improvements Allowance) but without payment of a separate charge for Landlord’s system (subject to the provisions of the Lease relating to Operating Expenses), and (ii) if Tenant elects to do so, Landlord, at Landlord’s sole cost and expense, shall do such work, if any, as may be required to put the existing DDC panel serving the Premises in good working order, after notice from Tenant within the applicable Inspection Period and otherwise in accordance with the provisions of Section 4 of Exhibit A-1 hereto. (e) Notwithstanding anything to the Premisescontrary contained in this Lease, (i) Landlord and Tenant agree that the Real Propertymechanical contractor for Tenant’s Work shall be one of ACCO, Air Conditioning Solutions, Integrated Mechanical, Air Tec, ▇▇▇▇▇▇▇ Mechanical, Inc., Emcor Services/Mesa Energy Systems, Western Allied Corporation, CE Mechanical, Control Air, Vision Mechanical, Western Air ▇▇▇▇▇▇▇, as selected by Tenant, and that the Building systemsfire and life safety contractor for Tenant’s Work shall be one of Pyro Comm, or any part thereofChubb, without TRL Systems, BEC, Inc., Simplex ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld , ISC Electronic Systems or delayed if HCI Systems, Inc., as selected by Tenant; and (ii) Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is shall be performed only by other contractors and subcontractors first reasonably approved in advance in writing by Landlord, which may be union or non-union contractors or subcontractors. (f) Landlord (which approval shall not be unreasonably withheld or delayed). hereby approves ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of ▇ Architecture as Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises architect (“Cosmetic AlterationsTenant’s Architect”), provided Tenant complies with and ARC Engineering as Tenant’s engineer for the other applicable provisions preparation of this leasemechanical, electrical and plumbing drawings and specifications. Tenant’s Work shall be performed, at Tenant’s expensesole option, shall have the right to select another architect and engineer subject to Landlord’s approval which shall not be unreasonably withheld, delayed or conditioned (except with diligence when started so as respect to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans Work that affects the Building’s structure, systems or equipment, in which case, Tenant’s right to select another architect and engineer shall be subject to Landlord’s sole discretion). (g) [Intentionally omitted]. (h) Tenant, as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant and subject to Landlord’s reasonable conditions, shall soundproof be allowed to install vertical shafts and/or risers to the Premises roof and install appropriate ventilation if required so that other areas in the Building for water, sanitary sewer, gas and gas exhaust, including tying into the Building gas system, as well as vent shafts and a grease interceptor or grease trap, as needed, in connection with the construction of Tenant’s use kitchen on the fifth floor of the Premises shall Premises; provided, however, that (i) Landlord makes no representations or warranties regarding such installation or the need to upgrade the existing Building gas systems, (ii) Tenant (and not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work Landlord) shall be fully paid responsible for by Tenant when payment is due making any upgrades to the Building Structure and shall not be financed with any conditional sales or title retention agreements or by Systems for purposes thereof (including as needed to maintain adequate gas capacity for the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration remainder of the Term Building), (or the sooner termination of this lease in accordance with its provisionsiii) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be solely obligated to remove repair and maintain the same after installation thereof; and (iv) Tenant shall install a meter or submeter for the same and shall pay separately for the gas usage thereof. Any such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory installation shall be subject to Landlord, prepared, certified, signed ’s reasonable conditions therefor and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not otherwise be unreasonably withheld or delayed pursuant to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to terms of this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (Exhibit A and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andthis Lease.

Tenant’s Work. Section 5.1 Except (a) Tenant has delivered to Landlord its general design elevations which include Tenant's proposed general physical characteristics of the Tenant's Building, exterior materials, exterior color scheme and building heights. Landlord has approved the construction of a restaurant substantially in accordance with the plans listed on Exhibit C. The Tenant's Building shall be a one story sit down restaurant containing not more than 5,900 Gross Leasable Floor Area, and having a maximum height of thirty (30) feet. Tenant has delivered to Landlord a plan which depicts the location of all utilities entering the Tenant's Building and will deliver detailed plans for the same within fifteen (15) days after the date hereof. (b) Tenant shall commence the construction of the Tenant's Building no later than the 60th day after the last to occur of: (i) the Lease Commencement Date, (ii) completion of the Phase One Work, and (iii) delivery of possession of the Demised Premises. Tenant shall diligently pursue such construction to timely completion and shall promptly fixture and open such restaurant to the public under the initial trade name "Silver Diner". The construction of the Tenant's Building shall be performed in a good and workmanlike manner in accordance with sound professional standards and with the provision of this Agreement, in compliance with all governmental authorities. All materials used in the construction of the Tenant's store shall be of new, commercial grade and first class quality. (c) Tenant shall apply for and use all reasonable efforts to obtain, at its own cost and expense, any and all necessary permits that are necessary to construct the Tenant's Building except those that Landlord must obtain to construct the Site Improvements. Landlord must obtain the permits to construct the Site Improvements as a precondition to Tenant commencing construction of the Tenant's Building. (d) All contracts of Tenant shall provide for the coordination and cooperation of such contractor with Landlord in completing the Site Improvements and other construction work on the Shopping Center, including any space to be erected by Landlord or its tenants. Tenant shall perform its construction in a manner reasonably designed to minimize any interference with the construction taking place simultaneously on the balance of the Shopping Center or the operation of stores then open for business. In the event that during the construction of the Building, the construction activities of Tenant, or the progress of the same, interferes with or delays the construction activities of the Landlord, Landlord shall notify the Tenant, in writing, specifying exactly what construction activities of Tenant are the source of the problem or what portion of Tenant's work needs to be performed to avoid such delay. Tenant will have forty-eight (48) hours after its receipt of the foregoing notice to stop or commence to diligently cure the matters raised by Landlord in its notice. FURTHER, IN CONSTRUCTING THE TENANT'S BUILDING, TENANT SHALL ONLY UTILIZE SUCH LABOR AS SHALL WORK IN HARMONY WITH AND WITHOUT CAUSING LABOR DISPUTES OR STRIKES WITH ANY OTHER CONTRACTORS AND LABOR THEN BEING USED IN THE SHOPPING CENTER AND TENANT SHALL, WITHIN FIVE (5) DAYS AFTER LANDLORD'S REQUEST, CAUSE THE REMOVAL FROM THE DEMISED PREMISES OF ANY CONTRACTORS AND LABOR UTILIZED BY TENANT WHICH RESULTS IN ANY LABOR STOPPAGE, STRIKE, LOCKOUT, OR LABOR DISPUTE AFFECTING THE SHOPPING CENTER. Notwithstanding the foregoing, in no event shall Tenant be expected or obligated to engage in any conduct which is in conflict with or violates any federal, state or local law including, without limitation, the National Labor Relations Act or the regulations thereto. (e) Tenant's construction work shall be properly protected with lights and barricades and secured against accident, storm or any other hazard. Staging for the construction of the Tenant's restaurant shall be confined to the area designated "staging" on the Site Plan. Tenant shall keep all other portions of the Shopping Center substantially free from and unobstructed by debris, equipment materials or supplies related to Tenant's construction work and will use its best good faith commercially reasonable efforts to keep obstruction to a minimum. Tenant shall patch and repair asphalt and cement, if necessary, in its staging areas upon demobilization of construction and leave same clean and free of debris. During such construction work, Tenant shall store all trash, debris and rubbish as reasonably directed by Landlord and upon the completion of Tenant's construction work, Tenant shall remove all temporary structures, surplus materials, debris and rubbish of whatever kind remaining on the Demised Premises, the staging areas or other portions of the Shopping Center. Landlord shall be responsible for the removal of rubbish and trash from the Shopping Center caused by Landlord. Landlord and Landlord's architect or engineer shall be given notice of, and may be expressly provided in this leaseattend any meetings with Tenant's contractors and may visit the job site to observe the progress and performance of the construction work. (f) In connection with the construction of the Tenant's Building, Tenant shall not replace create or suffer to be created or to remain, and shall discharge, any fixtures in the mechanic's, laborer's or materialmen's liens which shall become a lien upon Demised Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, Shopping Center or any part thereof. If any mechanic's, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent laborer's or materialmen's liens shall not at any time be unreasonably withheld filed against the Demised Premises, the Shopping Center or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is thereof arising from work performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such on behalf of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant within thirty (30) days shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, cause such lien to be improvements and betterments that become the property discharged of Landlord at installationrecord by payment, and shall remain upon and be surrendered with the Premisesdeposit, at the expiration bond, order of the Term (court of competent jurisdiction or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Workotherwise. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this leaseAfter the Commencement Date, Tenant Tenant, at Tenant's sole cost and expense, shall not replace perform any fixtures in and all alterations, improvements and work (other than Landlord’s Work) necessary to complete construction of the Leased Premises or make any changes, improvements, alterations or additions and to use and occupy the same for the purposes permitted hereunder (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralshall be done in a good and workmanlike manner in compliance with all building codes and regulations and in accordance with plans and specifications first approved in writing by Landlord as described below. Notwithstanding any provision hereof to the contrary, and (b) does not (i) affect any part Landlord may demand Tenant make such variations in the work to be performed by it as may be reasonably necessary or appropriate for the development of the Real Property outside the Premises (including the Building roof) or the exterior and construction of the Premises, (ii) affect any structural element of Leased Premises and the Building, (iii) adversely but no such changes shall materially alter the general appearance or amount of floor space in the Leased Premises nor substantially affect any Building system, the quality or (iv) require an amendment substantially change the interior arrangement of the certificate Leased Premises. Tenant shall indemnify Landlord and save Landlord harmless from and against any and all claims, costs, damages, and expenses on account of occupancy for such Tenant’s Work. Notwithstanding the Premises foregoing, Tenant shall furnish to Landlord, at least five (5) days before any improvements are made by Tenant, preliminary drawings or reasonably detailed drawings or explanations of work (the Building"Plans and Specifications") showing all improvements to be constructed, ( cinstalled or placed by Tenant in the Leased Premises. Landlord shall review the Plans and Specifications and either approve the same or state what commercially reasonable changes, if any, Landlord requires therein within five (5) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (days after receipt thereof, which approval shall not be unreasonably withheld withheld, delayed or delayed)conditioned. ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s WorkIf Landlord requires any changes, Tenant shall soundproof cause the Premises Plans and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, Specifications to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease revised in accordance with any requirements of Landlord and shall resubmit the same to Landlord for its provisions) unless Landlord notifies Tenant review in accordance with the provisions of this Article timelines above. Tenant acknowledges and agrees that Landlord relinquishes shall have no liability whatsoever for any defects, errors or omissions as a result of its rights thereto, in which case Tenant shall be obligated to remove such approval of Tenant’s Work. Section 5.2 Prior to commencing any 's Plans and Specifications. Promptly after approval of Tenant’s Work other than purely Cosmetic Alterations's Plans and Specifications, Tenant shall, at Tenant’s its own costs and expense, deliver to Landlord detailed plans obtain all necessary governmental approvals and specifications, for permits in connection with Tenant’s 's Work, in form reasonably satisfactory to Landlord, prepared, certified, signed . Upon Tenant's receipt of all necessary governmental approvals and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Workpermits, Tenant shall promptly commence and proceed to substantially complete Tenant's Work. Landlord shall provide Tenant with a tenant improvement allowance not to exceed $500,000.00 (athe “Improvement Allowance”) obtain to pay the costs and expenses for the portion of the Tenant’s Work that constitutes Leasehold Work (as hereinafter defined), the actual disbursed amount of which Landlord will amortize over three years of Initial Term at an annual interest rate of five percent (5%), payable by Tenant monthly in the same manner and deliver to at the time Tenant pays Base Rent; provided, however, that Tenant may reimburse Landlord copies of) all required permits and authorizations in such additional amounts or in full for the Improvement Allowance at any time during the Initial Term without penalty. If the actual costs of any Authority the Leasehold Work exceed the Improvement Allowance, Tenant shall solely be responsible for such work, and (b) deliver to Landlord such security as the additional cost. The Improvement Allowance shall be reasonably satisfactory used to Landlord, pay for the portion of the Tenant’s Work described on Exhibit E attached hereto and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in performed by Tenant (the performance of any Tenant’s “Leasehold Work, and”).

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease(a) Prior to the initial installation of the Equipment on the Property, the Tenant shall deliver to the Landlord updated Schedule “B” plan(s), if any (the “Updated Plans”). The Updated Plan(s) shall substitute and replace the plan(s) originally attached to this Lease as Schedule “B”. (b) The Landlord agrees that the Equipment shall not replace become fixtures of the Lease but shall be and remain the property of the Tenant and the Tenant shall have the right to remove the Equipment from the Leased Premises at any fixtures time from time to time by the Tenant during the Term or any Extended Term (if applicable), provided the Tenant makes good, at the Tenant’s cost and expense, any damage caused by such removal, reasonable wear and tear excepted. (c) The Tenant may make any alterations and/or improvements to the Equipment or the Leased Premises during the Term or any Extended Term (if applicable) without requiring the Landlord’s consent (“Alterations”). Alterations may include, but are not limited to, the reconfiguration or replacement of the existing telecommunications tower, the reconfiguration or replacement of existing, or the addition of new, cabinets, antennas, antenna mounts, apparatus, fixtures, cabling, wiring, fibre optic wiring, hydro-electric wiring, telephone wiring, attachments or any other Equipment required by the Tenant within the Leased Premises, provided the Tenant makes good, at the Tenant’s cost and expense, any damage caused by the Alterations, reasonable wear and tear excepted. In the event that any Alteration to the Equipment or the Leased Premises materially moves the location(s) of the Equipment in the Leased Premises or make (including any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), material update to the location of cabling, wiring, fibre optic wiring, hydro-electric wiring, telephone wiring) or materially changes the type of Equipment in the Leased Premises, the Real Property, plan(s) set out in Schedule “B” will be substituted with new plans delivered by the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of Tenant to the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s the New Plans shall not be unreasonably withheld or delayed deemed to form part of this Lease. The New Plans shall be subject to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (review and deliver to Landlord copies of) all required permits and authorizations of any Authority approval for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to the Landlord, and (c) deliver to with the Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andacting reasonably.

Tenant’s Work. Section 5.1 5.1. Except as may be expressly provided in this leaseset forth herein, Tenant shall not, without Landlord’s prior written approval, in each instance, make (i) structural changes or alterations in or to the Demised Premises of any nature, or (ii) changes or alterations which adversely affect the Building’s systems, which term shall include, without limitation, the Building’s utility, plumbing, ventilating, electrical, air conditioning or heating systems. Furthermore, Tenant shall not, without Landlord’s prior written approval in each instance (which approval shall not replace be unreasonably withheld, conditioned or delayed), make any fixtures non-structural changes or alterations to the Demised Premises, other than Decorative Work (as hereinafter defined). Prior to Tenant’s commencing the Initial Tenant’s Work described in Section 3.5 above, or any other work in the Demised Premises for which Landlord’s prior approval is required, Tenant shall submit to Landlord for Landlord’s written approval (which approval shall not be unreasonably withheld, conditioned or make delayed for non-structural work which does not adversely affect any changesBuilding systems), improvementscomplete drawings, alterations or additions plans and specifications (collectivelyherein collectively referred to as “Tenant’s Plan”) for the improvements and installations to be made by Tenant (said Initial Tenant’s Work, together with all other work contemplated in this Article 5 is herein collectively referred to as “Tenant’s Work”). Tenant shall also submit to Landlord for Landlord’s written approval (which approval shall not be unreasonably withheld) a list of contractors and subcontractors for Tenant’s Work. Tenant’s Plan shall be fully detailed, shall show complete dimensions, shall not require any changes in the structure of the Building (except as expressly permitted pursuant hereto) and shall not be in violation of any laws, order, rules or regulations of any governmental department or bureau having jurisdiction of the premises. Notwithstanding the foregoing, Tenant may, without Landlord’s prior written approval, make (x) purely decorative changes to the Demised Premises, the Real Propertysuch as painting, wall covering, carpeting and installing moveable partitions, the Building systemstotal cost of which with respect any single construction project does not exceed $150,000, (y) move or install any part thereofelectrical outlets or wiring within the Demised Premises, without and (z) install, move, and reroute any computer and communications wiring and stations (as opposed to electrical wiring) within the Demised Premises (the alterations described in clauses (x), (y) and (z) above are referred to herein collectively as “Decorative Work”); provided in each case that (1) any electrical work shall be performed by an electrician licensed in the State of New Jersey, (2) no building or alteration permit is required to be obtained from any governmental authority and (3) Tenant shall give Landlord at least ten (10) days prior notice of Tenant’s intent to perform any such Decorative Work and include a reasonably detailed description of the work to be performed. (A) Within ten (10) days after submission to Landlord of Tenant’s Plan, Landlord shall either approve same or shall set forth in writing the particulars in which Landlord does not approve same, in which latter case Tenant shall promptly return to Landlord appropriate corrections thereto. Such corrections shall be subject to Landlord’s approval not to be unreasonably withheld. If Landlord shall fail to respond within the aforementioned time period, Tenant shall have the right to give a second notice to Landlord stating that Landlord failed to respond to Tenant’s submission of such plans and specifications, and stating that in the event Landlord shall fail to approve Tenant’s Plan or respond with specific comments thereto within seven (7) business days after submission by Tenant to Landlord of such second notice, then Tenant’s request for approval of plans shall be deemed approved. If Landlord shall then fail to approve Tenant’s Plan or respond with specific comments thereto within such seven (7) business day period following the delivery of such second notice, such failure to respond shall be deemed Landlord’s approval, but only if (x) any such second notice by Tenant shall have contained a statement in bold print and capitalized letters at the top thereof that Landlord’s failure to approve Tenant’s Plan or respond with specific comments thereto within seven (7) business days shall be deemed approval by Landlord of such plans, and (y) Tenant shall have, when Tenant delivered such second notice, also (i) emailed a copy of the same to both ▇▇▇▇ ▇▇▇▇▇▇, at email address “▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇” and ▇▇▇▇▇ ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andemail address

Tenant’s Work. Section 5.1 Except as may be expressly provided in A. When Substantial Completion of Landlord's Work has occurred, and the full and final execution and delivery of the Lease to which this leaseExhibit is attached and all prepaid rental and security deposits required under such agreement, Tenant shall not replace any fixtures have the right to perform alterations and improvements in the Premises or make any changes(the "Initial Lab Alterations") (the Initial Office Alterations and the Initial Lab Alterations being referred to herein, improvements, alterations or additions (collectively, “Tenant’s Work”as the "Initial Alterations"), which Initial Lab Alterations shall include the work described as Tenant's responsibility on EXHIBIT D-1. Notwithstanding the foregoing, Tenant and its contractors shall not have the right to perform Initial Lab Alterations in the Lab Space unless and until Tenant has complied with all of the terms and conditions of Article IX of the Lease, including, without limitation, approval by Landlord of the final plans for the Initial Lab Alterations and the contractors to be retained by Tenant to perform such Initial Lab Alterations. Landlord acknowledges that Tenant's plans will include the running of conduits for power from the rooftop generator and for telephone/data through the Buildings to the Premises, and agrees not to unreasonably withhold its consent to the Real Propertysame, subject to the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only compliance by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions requirements of this leaseLease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid submit for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interestsLandlord's approval, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed delayed, the plans and specifications prepared by ▇▇▇▇▇, ▇▇▇▇▇ & ▇▇▇▇▇ Architects, Tenant's Architect, for the Initial Lab Alterations. Tenant shall use the mechanical, electrical and plumbing engineer approved by Landlord for the design and installation of the Initial Lab Alterations. The plans and specifications shall be submitted to Landlord for its review and approval at the space plan phase, the permitting phase, and the construction documents phase. Landlord shall review and respond with its approval or detailed comments to each phase of such plans and specifications for the Lab Space within 10 business days of receiving the initial draft thereof, and any failure to respond shall constitute the basis for a claim of Landlord Delay. In the event that Landlord requires changes to the proposed plans, Landlord shall review and respond with its approval or detailed comments to Tenant's submission of revised plans within 10 business days for work which materially affects structure or mechanical, plumbing or electrical systems, and for all other work within 5 business days. Tenant shall be responsible for all elements of the design of Tenant's plans (including, without limitation, compliance with law, functionality of design, the structural integrity of the design, the configuration of the Initial Lab Alterations and the placement of Tenant's furniture, appliances and equipment), and Landlord's approval of Tenant's plans shall in no event relieve Tenant of the responsibility for such design. Landlord's approval of the contractors to perform the Initial Lab Alterations shall not be unreasonably withheld. The parties agree that Landlord's approval of the general contractor to perform the Initial Lab Alterations shall not be considered to be unreasonably withheld if any such general contractor (i) does not have trade references reasonably acceptable to Landlord, (ii) does not maintain insurance as required pursuant to the terms of this ArticleLease, (iii) does not have the ability to be bonded for the work in an amount of the total estimated cost of the Initial Lab Alterations, (iv) does not provide current financial statements reasonably acceptable to Landlord, (v) is not licensed as a contractor in the state/municipality in which the Premises is located, and (vi) will work without interference and in harmony with other labor on the Property. Before commencing Tenant acknowledges the foregoing is not intended to be an exclusive list of the reasons why Landlord may reasonably withhold its consent to a general contractor. Landlord hereby approves the Richmond Group to serve as Tenant’s Work's general contractor for the Initial Lab Alterations, Tenant shall provided that (a) obtain Tenant and the Richmond Group (and deliver to or any successor general contractor which may be approved by Landlord copies ofin accordance with this Lease) all required permits and authorizations of any Authority shall use union carpenters for such workInitial Lab Alterations, and (b) deliver Tenant shall cause all labor performing the Initial Lab Alterations to work without interference and in harmony with other labor working on the Property. B. Landlord such security as shall agrees to contribute the sum of $2,490,900.00 (the "Lab Allowance") toward the cost of performing the Initial Lab Alterations in preparation of Tenant's occupancy of the Lab Space. The Lab Allowance may only be reasonably satisfactory used for (i) the cost of preparing design and construction documents and mechanical and electrical plans for the Initial Lab Alterations for the Lab Space, (ii) telecommunications and computer wiring and cabling in connection with the Initial Lab Alterations for the Lab Space, (iii) hard costs in connection with the Initial Lab Alterations for the Lab Space, (iv) furniture for the Lab Space, (iv) Tenant's actual moving expenses in connection with moving to Landlordthe Lab Space, and (cv) deliver management of the construction of the improvements to Landlord certificates the Lab Space. The Lab Allowance, less the retainage (which retainage shall be governed by the same provisions as apply to the Office Allowance), shall be paid to Tenant or, at Landlord's option, to the order of the general contractor that performed the Initial Lab Alterations, in form reasonably acceptable to Landlord) evidencing periodic disbursements within 25 days after receipt of the following insurance coverages from each contractor and subcontractordocumentation: (i) worker’s compensation insurance an application for payment and sworn statement of contractor substantially in the form of AIA Document G-702 covering all persons work for which disbursement is to be employed made to a date specified therein; (ii) a certification from an architect registered in Massachusetts substantially in the performance form of any Tenant’s Workthe Architect's Certificate for Payment which is located on AIA Document G702, andApplication and Certificate of Payment;

Tenant’s Work. Section 5.1 Except as Tenant may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changesinstallations, improvementsalterations, alterations additions, or additions (collectively, “Tenant’s Work”), improvements in or to the Building or any part of the Premises, or any of the Real PropertyLandlord Personalty, and Tenant will not make any major repairs to any of the Building systemsforegoing, without first notifying Landlord in writing as to the method, nature and extent of such repairs, installations, alterations, additions, or any part thereof, without ▇▇▇▇▇▇▇▇improvements and then obtaining Landlord’s prior written consent. Landlord’s , which consent shall will not be unreasonably withheld or delayed if Tenantprovided that such proposed work will not require the construction of an additional building on the Premises or an additional floor on the Building, will not impair the structure of the Building or other improvements on the Premises, will not increase Landlord’s Work (a) is nonstructuralmaintenance obligations under Section 9.02 of this Lease, and will not involve roof penetrations (b) does or if it will involve roof penetrations, Landlord must first receives assurances acceptable to Landlord that Landlord’s roof warranties will not be voided, and that Tenant will comply with the Roof Restrictions and the other terms and conditions set forth on Exhibit I, which include Landlord approval of the roof contractor). All work will be performed in accordance with plans and specifications approved by Landlord. Tenant will procure all necessary permits and licenses before undertaking any work on the Premises and will perform all work in a good and workmanlike manner employing materials of good quality and in conformity with all applicable Legal Requirements and insurance requirements. Tenant will (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premisesemploy only contractors reasonably approved by Landlord, (ii) affect any structural element require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements, commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000, and “special form” (also known as “all-risk”) Builder’s Risk property insurance in an amount and on a form Landlord reasonably approves covering the construction on the Premises and all materials, equipment and supplies that will become a part of the Buildingalterations or improvements on the Premises, and (iii) adversely affect submit certificates evidencing such coverage to Landlord prior to the commencement of any Building systemwork. Landlord may inspect Tenant’s work at reasonable times. Tenant will prosecute and complete such work with reasonable diligence and will provide Landlord with “as built” plans, copies of all construction contracts and proof of payment for all labor and materials. Notwithstanding any supervision of or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s work by Landlord, Landlord shall have no responsibility for any work performed by or on behalf of Tenant. Contemporaneously with the execution of this Lease and as more specifically described in the Work Letter attached hereto as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises Exhibit “J” (“Cosmetic AlterationsWork Letter”), provided Tenant complies with has delivered to Landlord, and Landlord has conditionally approved, those certain proposed improvements and alterations to the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it Premises described in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans the Proposed Premises Layout (as defined in Section 5.2) as approved by the Work Letter), which Tenant may commence only upon Landlord. As part ’s written approval of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such certain final plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed more specifically described in the performance of any Tenant’s Work, andWork Letter

Tenant’s Work. A. Tenant’s Work shall include, but not necessarily be limited to, any items not specifically included in Section 5.1 Except III Landlord’s Work at Landlord’s Expense and the following: 1. Tenant, at Tenant’s sole cost and expense, shall perform a partial remodel of the Premises which shall be completed no later than the Rental Commencement Date hereof. Such remodel work shall include, but not limited to, installation of new fixtures, signage and graphics (including as illuminated sign per signage criteria for the Shopping Center); and repairing, replacing or making “like-new” the storefront, ceilings, lighting, floors, and the heating, ventilating and air conditioning (HVAC) system(s). All such work to be completed in accordance with the provisions of Sections 5.01 and 9.01 of the Lease and this Exhibit B. Prior to the commencement of any such work Tenant shall obtain Landlord’s prior written approval of its Plans and Specifications therefor. Additionally, on or before the Rental Commencement Date, Tenant shall have the sprinkler system and fire alarm system checked and tested and ensure that any repairs or reconfiguration required to the Fire Life Safety system meets applicable code. Tenant shall also be required to provide an air balance report for the HVAC in the space. It is understood between the parties that any portion of this Exhibit B or the Lease which are inconsistent with the foregoing are included for illustration only, in the event Tenant elects to do any additional work at the commencement of or during the Term, or in the event reconstruction of the Premises becomes necessary following damage or destruction, and in such cases, ▇▇▇▇▇▇’s Work shall be as further set forth below. Tenant shall perform any and all demolition work as may be expressly provided required in this leaseorder for Tenant to complete Tenant’s Work. All items of existing construction that Tenant may wish to re-use, modify or abandon shall be subject to Landlord’s prior written approval. 2. Tenant shall be responsible to provide, finish and level any concrete floor slab(s) within the Premises, as may be required to accept Tenant’s finished floor material and eliminate any tripping hazards. Where floor slab elevations within the Premises are above or below Common Area floor elevations, Tenant shall provide the necessary transitions at storefront areas and rear service door areas to make the floor of the Premises even with any adjoining floor elevation. 3. Tenant shall be responsible to install a finished floor in all areas within the Premises that are visible to the public. 4. Tenant shall be responsible to install a finished ceiling throughout the Premises (or as may otherwise be approved by Landlord and all jurisdictional authorities). ROS/Impossible Kicks B-2 Form Rev. 08/11/2021 5. Tenant shall be responsible to supply and install interior partitions and complete demising walls (fire rated gypsum board or other required finish) throughout the Premises, as may be required to complete the Premises. 6. Tenant shall be responsible to supply and install a complete storefront system for the Premises. 7. Tenant shall be responsible to supply and install all construction and finish materials throughout the Premises. Such material installations shall include, but not replace be limited to, all wall coverings, floor coverings, ceiling materials, partitions, doors and Tenant’s storefront construction. 8. Intentionally deleted. 9. Tenant shall construct, where applicable, a recessed doorway to provide access from the Premises to a service area or egress corridor. 10. Tenant shall be responsible to supply and install all furniture, fixtures, cabinetwork, shelving, personal property and equipment as may be required to complete the Premises. 11. Tenant shall ensure that all roof and slab penetrations made as a part of Tenant’s Work are properly sealed and remain watertight to prevent possible damage. Failure to do so shall be at the sole risk and expense of Tenant in the event damage occurs. 12. For all wet areas of the Premises, Tenant must install a waterproof membrane to waterproof all floor slabs and slab penetrations in all lavatories, kitchens and similar water prone areas where water is used for food preparation and cleaning. Perimeter walls of such areas must be waterproofed to a point of no less than (12”) Twelve inches above the slab. In addition, Tenant must slope floor surfaces to prevent the passage of water, waste and other liquids out of such areas. All wet areas are subject to flood testing prior to Tenant’s opening with all remedial work completed as may be needed. 13. Mezzanines will not be permitted within the Premises without Landlord’s prior written approval. Where permitted, mezzanines shall be designed and installed to be independent of the building structure and shall comply with all governing codes, and the requirements of the Landlord and all jurisdictional authorities. B. Design, fabrication and installation of Tenant’s sign(s) and menu boards (if applicable) shall be performed by Tenant as a part of Tenant’s Work and shall comply with the following provisions: 1. Tenant’s sign(s) shall be subject to the prior approval of Landlord, and where applicable, the prior approval of all jurisdictional authorities, Major Tenants, and any fixtures other party that Landlord may deem appropriate. C. Installation and completion of utility services for the Premises and connection to the utility facilities provided by Landlord shall be performed by Tenant as a part of Tenant’s Work in accordance with the requirements set forth in the Tenant Design Criteria Manual and the following provisions: 1. Tenant’s main electrical service shall be of a type and capacity set forth in the Tenant Design Criteria Manual. If Tenant requires electrical service capacity in excess of that provided by Landlord, all costs of providing such increased service shall be paid by Tenant. Tenant shall: a. Make application, where applicable, for metered electrical service to the Premises from the serving utility authority and comply with all utility authority requirements for such metered service, including the procurement and installation of all required meters, meter bases and current transformers, if applicable. b. As may be required, provide all required electrical system installations within the remote electrical service area provided by Landlord in accordance with all applicable codes, ordinances and as specified in the Tenant Design Criteria Manual. c. As may be required, provide all required conduit and conductor installations to complete Tenant’s main electrical service to and within the Premises. d. Provide all required electrical system installations within the Premises in accordance with all applicable codes, ordinances and as specified in the Tenant Design Criteria Manual. ROS/Impossible Kicks B-3 Form Rev. 08/11/2021 2. Tenant’s telephone service will be available from the main terminal board located outside the Premises and provided by the serving telephone company. Tenant shall apply for telephone service and system wiring to and within the Premises as required by the serving telephone company and comply with all their requirements and regulations. 3. Tenant shall install a fire/smoke detection system within the Premises. Such detection system shall include all required wiring, conduit, devices, equipment and controls, and shall comply with all system requirements set forth by Landlord and all jurisdictional authorities. Where applicable, Tenant shall use Fire-Life Safety contractor as specified by Landlord for certain portions of Tenant’s Work, including, without limitation, final programming and connection to Landlord’s fire alarm system. 4. If required, Tenant shall install a smoke evacuation system within the Premises. Such system shall include all required wiring, conduit, devices, equipment and controls, and shall comply with all system requirements set forth by Landlord and all jurisdictional authorities. 5. Tenant shall make all required plumbing system installations to serve the Premises. Where provided, Tenant shall connect to, and extend from, the sanitary sewer and domestic water service mains provided by Landlord for the Premises. All such installations shall comply with the following provisions: a. Tenant shall make application for metered water service as required. b. Tenant shall procure and install a water meter and pressure regulating valve as required. c. Tenant shall provide and install toilet facilities within the Premises in accordance with governing codes and Landlord’s standard criteria. Where required by code, Tenant shall provide and install at least one (1) toilet room facility for use by Tenant’s employees. d. Tenant shall install grease and hair traps as required to comply with all governing codes, and the requirements of the Landlord and all jurisdictional authorities. Wherever possible, such traps are to be located within the Premises. 6. Intentionally deleted. 7. Tenant shall install a branch piped fire sprinkler system within the Premises. Tenant shall connect to Landlord’s fire sprinkler supply main, or branch, and extend piping for branches, drops and heads as required to complete the fire sprinkler system within the Premises in accordance with Landlord’s insurance carrier requirements, the requirements of the local fire marshal, all governing building codes, applicable NFPA standards and the Tenant Design Criteria Manual. Tenant sprinkler system shop drawings must be submitted for review and approval by all local authorities having jurisdiction prior to installation of the sprinkler system. Final connection to Landlord’s fire sprinkler supply main shall not be made until the entire system within the Premises is completed, pressure tested and ready for service. 8. Tenant shall provide a heating, ventilating and air conditioning (HVAC) system to serve the Premises. The location of any equipment outside the Premises shall be approved in writing by Landlord. The design and installation of the HVAC system shall be in accordance with the provisions of the Tenant Design Criteria Manual. 9. Tenant shall provide, as required, all exhaust air systems, including air filtration systems (electrostatic precipitators), to serve the Premises in accordance with the Standards, including the provisions of the Tenant Design Criteria Manual and Landlord’s base building drawings. 10. In the event Tenant desires the use of a natural gas service, such service shall be subject to Landlord’s prior approval. If such service is approved by Landlord, Tenant shall provide all required natural gas piping valves, regulators and meters from the central manifold and meter area provided by Landlord outside the Premises, from which Tenant’s natural gas service will be available, to a location within the Premises. All pipe routing, earthquake valves and installation details shall be in accordance with all applicable governing codes and subject to Landlord’s prior approval. 11. Tenants having odor producing operations must maintain a negative pressure within their Premises and shall install a high velocity forced draft ventilation system discharging to the atmosphere via the roof area. ROS/Impossible Kicks B-4 Form Rev. 08/11/2021 D. Tenant’s Work shall include the procurement of all necessary permits, licenses, variances and utility services required to facilitate Tenant’s construction and occupancy of the Premises, and the payment of any fees and taxes associated with such permits, licenses, variances and utility services, as may be required by public authorities and serving utility companies. Tenant shall make all necessary applications, provide all necessary information, pay all required monies and take all necessary actions to obtain such items from the applicable jurisdictional authorities and serving utility companies. E. In the event that Tenant introduces or allows to be introduced in the Premises any asbestos containing material or make any changesother material or substance that is now or may hereafter be defined as hazardous or toxic or is otherwise regulated as a material or substance posing a potential health threat to persons, improvementsthen prior to the expiration or earlier termination of this Lease or as required by applicable federal, alterations state or additions (collectivelylocal laws, “rules or regulations, Tenant shall, at Tenant’s Work”)sole cost and expense, remove any such materials or substances in accordance with all applicable federal, state or local laws, rules or regulations and in the manner that Landlord may direct which may include the use of contractors and/or consultants specified by Landlord. F. Tenant’s plans and specifications must be designed to accommodate and provide access to any ducts, pipes, or conduits installed within the Premises, Premises that serve the Real Property, the Building systems, Development or any part thereof, without including, but not limited to, the premises of any occupant. If there is a conflict and relocation of any mechanical or electrical component is necessary, Tenant must submit to Landlord for approval, all plans, details and specifications required by Landlord for such relocation. If approved, the complete relocation shall be performed as directed by ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s sole cost and expense, with diligence when started so . G. Tenant may be required to provide additional items of work or services as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work. If applicable, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work such work or services shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant provided in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case the Tenant shall be obligated to remove such Tenant’s WorkDesign Criteria Manual. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. (a) Except for Landlord’s Work (as defined in Section 5.1 Except as may be expressly provided in this lease4 of Exhibit B-1 hereto), Tenant shall not replace any fixtures in all of the work required to prepare the Premises or make any changes, improvements, alterations or additions for Tenant’s use and occupancy (collectively, “Tenant’s Work”) shall be performed by Tenant pursuant to this Exhibit, in accordance with all of the provisions of the Lease relating to Alterations, as applicable, and all other applicable provisions of the Lease, including the insurance, damage and indemnification provisions. Tenant acknowledges that Tenant’s Work is being accomplished for its own account, Landlord having no responsibility or obligation in respect thereof, subject to the obligations of Landlord set forth herein in respect of the Improvements Allowance and those set forth in Exhibit B-1 hereto. (b) The parties acknowledge and agree that Tenant’s Work may, if Tenant requires, include (without limitation) the following, in accordance with the provisions of the Lease and this Exhibit: (i) installation of supplemental HVAC unit(s) for Tenant’s computer data center and lab room(s); (ii) construction of an employee cafeteria; (iii) construction of an employee gym with restrooms, showers and lockers; and (iv) construction of certain office improvements and secure areas to meet the clearance requirements for certain government contracts and security clearances. (c) The parties acknowledge that the Building is not certified under the Leadership in Energy and Environmental Design program of the U.S. Green Building Council (“LEED”). Tenant shall not be required by Landlord to comply with LEED unless required by a governmental agency in accordance with applicable Laws. (d) Tenant shall not be required by Landlord to install a direct digital control (“DDC”) system unless required by a governmental agency in accordance with applicable Laws. Notwithstanding the foregoing, (i) Tenant may evaluate whether the existing DDC system in the Building has adequate capacity for Tenant’s improvements, and Tenant shall have the right to tie into the Building’s existing DDC system, at Tenant’s sole cost and expense (or from the Improvements Allowance) but without payment of a separate charge for Landlord’s system (subject to the provisions of the Lease relating to Operating Expenses), and (ii) if Tenant elects to do so, Landlord, at Landlord’s sole cost and expense, shall do such work, if any, as may be required to put the existing DDC panel serving the Premises in good working order, after notice from Tenant within the applicable Inspection Period and otherwise in accordance with the provisions of Section 4 of Exhibit B-1 hereto. (e) Notwithstanding anything to the Premisescontrary contained in this Lease, (i) Landlord and Tenant agree that the Real Propertymechanical contractor for Tenant’s Work shall be one of ACCO, Air Conditioning Solutions, Integrated Mechanical, Air Tec, ▇▇▇▇▇▇▇ Mechanical, Inc., Emcor Services/Mesa Energy Systems, Western Allied Corporation, CE Mechanical, Control Air, Vision Mechanical, Western Air ▇▇▇▇▇▇▇, as selected by Tenant, and that the Building systemsfire and life safety contractor for Tenant’s Work shall be one of Pyro Comm, or any part thereofChubb, without TRL Systems, BEC, Inc., Simplex ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if , ISC Electronic Systems, as selected by Tenant; and (ii) Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is shall be performed only by other contractors and subcontractors first reasonably approved in advance in writing by Landlord, which may be union or non-union contractors or subcontractors. (f) Landlord (which approval shall not be unreasonably withheld or delayed). hereby approves ▇▇▇▇▇ Lang LaSalle as Tenant’s project manager, ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of ▇ Architecture as Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises architect (“Cosmetic AlterationsTenant’s Architect”), provided and ARC Engineering as Tenant’s engineer for the preparation of mechanical, electrical and plumbing drawings and specifications. (g) Landlord agrees that Tenant complies with will be allowed, as part of the other applicable provisions Tenant’s Work, to install a 480-volt, 3 phase, 4 wire feeder and the necessary infrastructure (including facilities necessary to connect to the Building’s main electrical system) to serve Tenant’s computer rooms and kitchen area; provided, however, that (i) Landlord makes no representations or warranties regarding such installation or the need to upgrade the existing Building electrical panel and systems, (ii) Tenant (and not Landlord) shall be responsible for making any upgrades to the Building Structure and Systems for purposes thereof (including as needed to maintain adequate capacity for the remainder of the Building), (iii) Tenant shall be solely obligated to repair and maintain the same after installation thereof; and (iv) Tenant shall install a meter or submeter for the same and shall pay separately for the electricity usage thereof. Any such connection and installation shall be subject to Landlord’s reasonable conditions therefor and shall otherwise be pursuant to the terms of this lease. Exhibit B and this Lease. (h) Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant and subject to Landlord’s reasonable conditions, shall soundproof be allowed to install vertical shafts and/or risers to the Premises roof and install appropriate ventilation if required so that other areas in the Building for water, sanitary sewer, gas and gas exhaust, including tying into the Building gas system, as well as vent shafts and a grease interceptor or grease trap, as needed, in connection with the construction of Tenant’s use kitchen on the fifth floor of the Premises shall Premises; provided, however, that (i) Landlord makes no representations or warranties regarding such installation or the need to upgrade the existing Building gas systems, (ii) Tenant (and not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work Landlord) shall be fully paid responsible for by Tenant when payment is due making any upgrades to the Building Structure and shall not be financed with any conditional sales or title retention agreements or by Systems for purposes thereof (including as needed to maintain adequate gas capacity for the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration remainder of the Term Building), (or the sooner termination of this lease in accordance with its provisionsiii) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be solely obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans repair and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in maintain the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, same after installation thereof; and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), Subject to the Premisesterms of this Work Letter, other applicable provisions of this Amendment, the Real PropertyLease, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. and Landlord’s consent, which consent shall not be unreasonably withheld withheld, delayed or delayed if Tenant’s Work conditioned, Tenant may engage its own architects, engineers, consultants, general contractor and subcontractors to perform the following work: (a) is nonstructuralCertain commercially reasonable improvements (“Tenant’s Existing Premises Improvements”) to the Existing Premises in accordance with the Existing Premises Plans (as hereinafter defined), a scope of work to be mutually agreed to by Landlord and Tenant and attached hereto as Exhibit B-1 (“Tenant’s Existing Premises Work”), and a construction schedule to be mutually agreed to by Landlord and Tenant and attached hereto as Exhibit B-2 (the “Existing Premises Construction Schedule”); and (b) Certain commercially reasonable improvements (“Tenant’s New Expansion Premises Improvements”, and together with Tenant’s Existing Premises Improvements, the “Third Amendment Improvements”) to the New Expansion Premises in accordance with the New Expansion Premises Plans (as hereinafter defined), a scope of work to be mutually agreed to by Landlord and Tenant and attached hereto as Exhibit C-1 (“Tenant’s New Premises Work”, and together with Tenant’s Existing Premises Work, “Tenant’s Third Amendment Work”), and a construction schedule to be mutually agreed to by Landlord and Tenant and attached hereto as Exhibit C-2 (the “New Expansion Premises Construction Schedule”). As part of Tenant’s Third Amendment Work, Tenant shall have the right to construct any specialized facilities, provided such work does not impact the structural integrity of the Building and Landlord’s approval is obtained, which approval may not be unreasonably withheld. Such specialized facilities shall be constructed in a good and workmanlike manner and in compliance with all applicable laws, as well as all terms and conditions of Lease and this Amendment. Landlord shall not charge a fee for plan review or construction supervision to Tenant in connection with Tenant’s Third Amendment Work. (ic) affect any Tenant’s Third Amendment Work shall be performed in a good and workmanlike manner and in compliance with all applicable laws, as well as all terms and conditions of this Third Amendment and the Lease. As part of Tenant’s Third Amendment Work, Tenant’s contractor shall use commercially reasonable efforts to soundproof the Real Property Existing Premises and the New Expansion Premises and install appropriate ventilation so that Tenant’s use of the Existing Premises and the New Expansion Premises shall not result in unreasonable noise and/or odors being transmitted outside the of such space. Prior to commencing Tenant’s Existing Premises Work, Tenant shall deliver to Landlord the plans (including the Building roof) or the exterior “Existing Premises Plans”), as described on Exhibit B-3 attached hereto, detailing Tenant’s Existing Premises Work, and obtain Landlord’s approval of the Premisessame. Prior to commencing Tenant’s New Expansion Premises Work, Tenant shall deliver to Landlord the plans (ii) affect any structural element the “New Expansion Premises Plans”, and together with the Existing Premises Plans, the “Third Amendment Plans”), as described on Exhibit C-3 attached hereto, detailing Tenant’s New Expansion Premises Work, and obtain Landlord’s approval of the Building, (iii) adversely affect any Building system, or (iv) require an amendment same. Landlord’s approval of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval Third Amendment Plans shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Existing Premises Work or Tenant’s New Expansion Premises Work, respectively, Tenant shall shall, (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority state, federal or municipal governing body for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Third Amendment Work, andand (ii) commercial general liability insurance on a primary and non-contributory basis with a limit of liability approved by Landlord, and with contractual liability coverage, naming Landlord, Landlord’s managing agent, Landlord’s property manager and any designated mortgagee of the Building as additional insureds, and (iii) builders risk insurance for the full value of Tenant’s Third Amendment Work performed by such contractor and subcontractor. Notwithstanding anything contained herein to the contrary, the foregoing conditions are intended to be separate and apart with respect to each portion of Tenant’s Third Amendment Work and Tenant may commence either Tenant’s Existing Premises Work or Tenant’s New Expansion Premises Work when the foregoing conditions are met with respect to the applicable space regardless of whether the conditions have been met with respect to the other. Where more than one type of material or structure is indicated on the Third Amendment Plans approved by Landlord, the option will be with Tenant’s reasonable discretion. (d) Any reasonable out-of-pocket expenses incurred by Landlord in connection with Landlord’s review of Tenant’s Third Amendment Work and inspection of Tenant’s Third Amendment Work, including outside experts retained by Landlord for that purpose shall be included in the Existing Premises TI Allowance or the New Expansion Premises TI Allowance, as applicable. Landlord’s consent to Tenant’s Third Amendment Work and Landlord’s approval of the Third Amendment Plans shall be without liability to or recourse against Landlord, shall not release Tenant from its obligations to comply strictly with the provisions of this Third Amendment and the Lease, and shall not constitute any representation or warranty by Landlord regarding the adequacy for any purpose of Tenant’s Third Amendment Work or the Third Amendment Plans or their compliance with applicable law, and shall not relieve Tenant from obtaining Landlord’s express written approval to revisions thereto. Promptly after completion of Tenant’s Existing Premises Work and Tenant’s New Expansion Premises Work, respectively, Tenant shall, at Tenant’s expense, obtain and deliver to Landlord copies of all sign-offs, letters of completion, approvals and certificates of any government authority required upon the completion of such work and “as-built” plans and specifications for such work prepared as reasonably required by Landlord. (e) If, in connection with Tenant’s Third Amendment Work or any other act or omission of Tenant or Tenant’s employees, agents or contractors, a mechanic’s lien, financing statement or other lien or violation of any applicable law, is filed against Landlord or all or any part of the Building or Property (as such term is defined in Section 1.15 of the Lease), Tenant shall, at Tenant’s expense, have such lien removed by bonding or otherwise within thirty (30) days after Tenant receives notice of the filing. (f) All construction managers, contractors and subcontractors performing work for which a license is required by applicable laws, shall be licensed by the appropriate government authorities and approved by Landlord, which approval shall not be unreasonably withheld or delayed. Landlord’s approval of such construction managers, contractors and subcontractors shall be without liability to or recourse against Landlord, shall not release Tenant from its obligations to comply strictly with the provisions of this Third Amendment and the Lease, shall not constitute any warranty by Landlord regarding the adequacy, professionalism, competence or experience of the approved construction manager, contractor, or subcontractor, and shall not relieve Tenant from obtaining Landlord’s express prior written approval if Tenant seeks to employ any other or additional construction manager, contractor or subcontractor. Tenant may choose, in its sole discretion, to contract with contractors and subcontractors that use union or non-union labor, subject to Landlord’s reasonable approval. Promptly following completion of the Tenant’s Existing Premises Work and Tenant’s New Expansion Premises Work, respectively, Tenant shall furnish to Landlord lien waivers and releases, in form reasonably satisfactory to Landlord, from all construction managers, contractors, subcontractors, and materialmen furnishing work, services or materials in connection with such work. If Landlord employs an architect or base building contractor, such architect or base building contractor shall cooperate with Tenant for the completion of Tenant’s Third Amendment Work. (g) At Tenant’s request, Landlord shall join in any applications for any authorizations required from any government authority in connection with Tenant’s Third Amendment Work to which Landlord has consented, and otherwise cooperate with Tenant in connection with Tenant’s Third Amendment Work, but Landlord shall not be obligated to incur any expense or obligation in connection with any such applications or cooperation. (h) Tenant shall not place a load on any floor of the Existing Premises or the New Expansion Premises exceeding the floor load per square foot placed on any portion of the Existing Premises prior to the date hereof and which is allowed by any applicable laws. (i) Tenant shall be liable for any damage caused to any part of the Building, including its fixtures and equipment, arising from, or as a result of, Tenant’s Third Amendment Work. If Tenant performs with Landlord’s approval any work on the roof of the Building (for example, in connection with repair, maintenance, or installation of any air conditioning system), Tenant shall use only a contractor approved by Landlord for such work and shall not do or cause anything to be done which would invalidate Landlord’s then effective roof warranty for the Building. Tenant shall also be responsible for promptly repairing (including any necessary replacement) any damage to the roof or Building caused by such work; provided that Landlord may, at its option, upon seven (7) business days’ written notice to Tenant, complete any such repair or replacement, in which event Tenant shall reimburse Landlord for all actual and reasonable out-of-pocket costs incurred by Landlord in connection therewith within thirty (30) days after Tenant is billed therefor. (j) On or before the expiration or earlier termination of the Lease, Tenant shall, at Tenant’s expense, remove from the Building (a) all Tenant’s Third Amendment Improvements which Landlord designates for removal in a notice given by Landlord to Tenant at the time of Landlord’s approval of the plans for such Third Amendment Improvements, and (b) Tenant’s trade fixtures, equipment and personal property which are removable without material damage to the Resulting Premises or the Building (“Tenant’s Third Amendment Property”). Tenant shall repair any damage to the Premises, and/or the Property, caused by the installation or removal of Tenant’s Third Amendment Property, signs or Tenant’s Third Amendment Improvements. Except as expressly provided in this Section, Tenant’s Third Amendment Improvements shall not be removed. Any Tenant’s Third Amendment Property or Tenant’s Third Amendment Improvements that Tenant was required to remove and which are not removed by Tenant by the expiration or earlier termination of the Lease shall be deemed abandoned and may, at Landlord’s option, be retained as Landlord’s property or disposed of by Landlord at Tenant’s expense.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, Subject to the terms and (b) does not (i) affect any part conditions of the Real Property outside work letter attached hereto as Exhibit H (the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s “Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic AlterationsLetter”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s own cost and expense, deliver to Landlord detailed plans perform any and specificationsall work, for Tenantother than the Landlord’s Work, in form reasonably satisfactory necessary or desirable to Landlord, prepared, certified, signed improve the Premises and sealed by an architect or engineer licensed Exterior Area to practice in a finished condition ready for the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval conduct of ▇▇▇▇▇▇’s Plansbusiness therein (“Tenant’s Work”). Tenant’s Work shall be performed in accordance with plans and specifications approved in advance by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and shall be subject to the other terms and conditions of this Lease. If Landlord disapproves of any proposed Tenant’s Work, Landlord shall respond, in writing, stating the grounds for such disapproval, within five (5) business days after receipt of Tenant’s request for approval of the proposed Tenant’s Work, unless Landlord reasonably requests additional information concerning the proposed Tenant’s Work within such five-business-day period, in which case such five-business-day period shall commence only once that information is received by Landlord. If Landlord fails to respond with its approval or disapproval within five (5) business days after receipt of Tenant’s request, then Tenant may provide to Landlord a second written request with respect to such approval which written notice must state in bold and all caps “FAILURE TO RESPOND TO THIS WRITTEN NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER DELIVERY HEREOF IN ACCORDANCE WITH THE LEASE SHALL CONSTITUTE APPROVAL OF TENANT’S WORK.” If Landlord fails to respond within a five (5) business day period following the receipt of ▇▇▇▇▇▇’s second written request therefor, ▇▇▇▇▇▇’s Work for which Tenant requested ▇▇▇▇▇▇▇▇’s approval shall: (1) in the case of non-structural Tenant’s Work, be deemed approved by ▇▇▇▇▇▇▇▇; and (2) in the case of structural Tenant’s Work, be deemed disapproved by Landlord. Tenant shall not commence Tenant’s Work until Tenant has obtained all permits and licenses required for Tenant’s Work. ▇▇▇▇▇▇ further agrees that once construction of ▇▇▇▇▇▇’s Plans Work has begun, Tenant shall diligently pursue the same to completion without interfering with any other tenant or occupant of the Project. Tenant’s Work (as well as any other alterations or repairs to the Premises or Exterior Area performed by or on behalf of Tenant) shall be performed by contractors approved in advance by Landlord in writing, which approval shall not be unreasonably withheld withheld, conditioned or delayed to and otherwise in a good and workmanlike manner, using good quality labor and new materials, lien free, and in compliance with applicable Law, with insurance certificates evidencing coverage consistent with the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain provisions of Article 21 hereof and naming Landlord (and deliver to Landlord copies of) all required permits and authorizations any reasonable designee of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andas an additional insured.

Tenant’s Work. Subject to the terms of this Section 5.1 Except as may 3.2.1, other applicable provisions of this Lease and Landlord’s consent, which consent shall not be expressly provided in this leaseunreasonably withheld, delayed or conditioned, Tenant may engage its own architects, engineers, consultants, general contractor and subcontractors to perform certain commercially reasonable improvements to (i) the 18 C▇▇▇▇▇ Premises (the “18 C▇▇▇▇▇ Tenant Improvements”) and (ii) the 14 C▇▇▇▇▇ Premises (the “14 C▇▇▇▇▇ Tenant Improvements, and together with the 18 C▇▇▇▇▇ Tenant Improvements, the “Tenant Improvements”) in accordance with plans and specifications first approved by Landlord, which approval shall not replace any fixtures in be unreasonably withheld, conditioned or delayed (the Premises or make any changes“Tenant’s 18 C▇▇▇▇▇ Work” and the “Tenant’s 14 C▇▇▇▇▇ Work”, improvementsrespectively, alterations or additions (and collectively, the “Tenant’s Work”). The entire Tenant’s Work shall be performed in a good and workmanlike manner and in compliance with all applicable laws, and Tenant and Tenant’s architects, engineers, consultants, general contractor and subcontractors shall perform such Tenant’s Work in compliance with all reasonable rules and regulations adopted by Landlord from time to the Premises, the Real Property, the Building systems, or any part thereof, without time. The Tenant’s 18 C▇▇▇▇▇ Work and the Tenant’s 14 C▇▇▇▇▇ Work, as applicable, shall each be deemed to be “Substantially Complete” with respect to the 18 C▇▇▇▇▇ Premises or the 14 C▇▇▇▇▇ Premises, as applicable, on the date that all of the Tenant’s prior consent18 C▇▇▇▇▇ Work or the Tenant’s 14 C▇▇▇▇▇ Work, as applicable, has been performed, other than any details of construction, mechanical adjustment or any other similar matter, the non-completion of which does not materially interfere with Tenant’s use of the 18 C▇▇▇▇▇ Premises or the 14 C▇▇▇▇▇ Premises, as applicable, and which can be completed or remedied after Tenant takes possession of the 18 C▇▇▇▇▇ Premises or the 14 C▇▇▇▇▇ Premises, as applicable, without causing material interference to Tenant’s use and occupancy of the 18 C▇▇▇▇▇ Premises or the 14 C▇▇▇▇▇ Premises, as applicable. Tenant shall obtain a certificate of occupancy with respect to the 18 C▇▇▇▇▇ Premises and the 14 C▇▇▇▇▇ Premises, as applicable, as issued by the applicable governing authority, and shall deliver such certificate of occupancy with respect to the 18 C▇▇▇▇▇ Premises and the 14 C▇▇▇▇▇ Premises, as applicable, to Landlord once received. As part of any such Tenant’s Work, Tenant shall use commercially reasonable efforts to minimize noise and/or odors being transmitted outside the 18 C▇▇▇▇▇ Premises and the 14 C▇▇▇▇▇ Premises. Prior to commencing any such Tenant’s Work, Tenant shall deliver to Landlord any such plans and obtain Landlord’s approval of the same. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part approval of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval such plans shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing any such Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority state, federal or municipal governing body for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any the Tenant’s Work, and(ii) commercial general liability insurance on a primary and non-contributory basis with a limit of liability approved by Landlord, and with contractual liability coverage, naming Landlord, Landlord’s managing agent, Landlord’s property manager and any designated mortgagee of the 18 C▇▇▇▇▇ Building and 14 C▇▇▇▇▇ Building as additional insureds, and (iii) builders risk insurance for the full value of the Tenant’s Work performed by such contractor and subcontractor. (a) Any reasonable out-of-pocket expenses incurred by Landlord in connection with Landlord’s review of any such plans and inspection of any such Tenant’s Work, including outside experts retained by Landlord for that purpose, shall be included in the 18 C▇▇▇▇▇ TI Allowance or the 14 C▇▇▇▇▇ TI Allowance (as each term is hereinafter defined), as applicable. Landlord’s consent to the Tenant’s Work and Landlord’s approval of any such plans shall be without liability to or recourse against Landlord, shall not release Tenant from its obligations to comply strictly with the provisions of this Lease, and shall not constitute any representation or warranty by Landlord regarding the adequacy for any purpose of the Tenant’s Work or any such plans or their compliance with applicable law, and shall not relieve Tenant from obtaining Landlord’s express written approval to revisions thereto. Promptly after Substantial Completion of the Tenant’s 18 C▇▇▇▇▇ Work and the Tenant’s 14 C▇▇▇▇▇ Work, as applicable, with respect to the 18 C▇▇▇▇▇ Premises or the 14 C▇▇▇▇▇ Premises, as applicable, Tenant shall, at Tenant’s expense, obtain and deliver to Landlord copies of all sign-offs, letters of completion, approvals and certificates of any government authority required upon the completion of the Tenant’s 18 C▇▇▇▇▇ Work and the Tenant’s 14 C▇▇▇▇▇ Work, as applicable (including any required amendments to the certificate of occupancy for the 18 C▇▇▇▇▇ Premises, 14 C▇▇▇▇▇ Premises, 18 C▇▇▇▇▇ Building and/or the 14 C▇▇▇▇▇ Building) and “as-built” plans and specifications for the Tenant’s Work prepared as reasonably required by Landlord. (b) If, in connection with any such Tenant’s Work or any other act or omission of Tenant or Tenant’s employees, agents or contractors, a mechanic’s lien, financing statement or other lien or violation of any applicable law, is filed against Landlord or all or any part of the 18 C▇▇▇▇▇ Building, 14 C▇▇▇▇▇ Building or Property, Tenant shall, at Tenant’s expense, have such lien removed by bonding or otherwise within thirty (30) days after Tenant receives notice of the filing. (c) All construction managers, contractors and subcontractors performing work for which a license is required by applicable laws, shall be licensed by the appropriate government authorities and approved by Landlord, which approval shall not be unreasonably withheld or delayed. Landlord’s approval of such construction managers, contractors and subcontractors shall be without liability to or recourse against Landlord, shall not release Tenant from its obligations to comply strictly with the provisions of this Lease, shall not constitute any warranty by Landlord regarding the adequacy, professionalism, competence or experience of the approved construction manager, contractor, or subcontractor, and shall not relieve Tenant from obtaining Landlord’s express prior written approval if Tenant seeks to employ any other or additional construction manager, contractor or subcontractor. Promptly following Substantial Completion of the Tenant’s 18 C▇▇▇▇▇ Work and the Tenant’s 14 C▇▇▇▇▇ Work, as applicable, with respect to the 18 C▇▇▇▇▇ Premises or the 14 C▇▇▇▇▇ Premises, as applicable, Tenant shall furnish to Landlord lien waivers and releases, in form reasonably satisfactory to Landlord, from all construction managers, contractors, subcontractors, and materialmen furnishing work, services or materials in connection with such Tenant’s Work. (d) At Tenant’s request, Landlord shall join in any applications for any authorizations required from any government authority in connection with any such Tenant’s Work to which Landlord has consented, and otherwise cooperate with Tenant in connection with any such Tenant’s Work, but Landlord shall not be obligated to incur any expense or obligation in connection with any such applications or cooperation. (e) Tenant shall not place a load on any floor of the 18 C▇▇▇▇▇ Premises or the 14 C▇▇▇▇▇ Premises exceeding the floor load per square foot which the floor was designed to carry and which is allowed by any applicable laws. (f) Tenant shall be liable for any damage caused to any part of the 18 C▇▇▇▇▇ Building or the 14 C▇▇▇▇▇ Building, including its fixtures and equipment, arising from, or as a result of, any such Tenant’s Work and/or its installation and/or removal of its signs. If Tenant performs with Landlord’s approval any work on the roof of the 18 C▇▇▇▇▇ Building or the 14 C▇▇▇▇▇ Building (for example, in connection with repair, maintenance, or installation of any air conditioning system), Tenant shall use only a contractor reasonably approved by Landlord for such work and shall not do or cause anything to be done which would invalidate Landlord’s then effective roof guaranty for the 18 C▇▇▇▇▇ Building or 14 C▇▇▇▇▇ Building. Tenant shall also be responsible for promptly repairing (including any necessary replacement) any damage to the roof or the 18 C▇▇▇▇▇ Building or the 14 C▇▇▇▇▇ Building caused by such work; provided that Landlord may, at its option, effect any such repair or replacement, in which event Tenant shall reimburse Landlord for all costs incurred by Landlord in connection therewith within fifteen (15) days after Tenant is billed therefor. (g) For the purposes of clarity, and notwithstanding anything to the contrary contained herein, Tenant shall not be required to remove any 18 C▇▇▇▇▇ Tenant Improvements upon the 18 C▇▇▇▇▇ Expiration Date or sooner termination of this Lease, and Landlord and Tenant hereby acknowledge and agree that any and all such 18 C▇▇▇▇▇ Tenant Improvements shall remain with the Premises and shall be deemed to be Landlord’s property upon the 18 C▇▇▇▇▇ Expiration Date or sooner termination of this Lease. (h) Any increase in costs and expenses caused by changes to the description of any such Tenant’s Work as a result of any request by Tenant, subject to Landlord’s approval in Landlord’s sole discretion, shall be borne solely by Tenant.

Tenant’s Work. Section 5.1 Except (a) Simclar shall prepare and submit to Landlord for its approval Simclar’s space plans (“Space Plans”) for the Premises. Landlord shall have five (5) Business Days (defined herein) to approve or disapprove of the Space Plans (such approval not to be unreasonably withheld, as may be expressly provided in this leaseWork Letter). If disapproved, Tenant Landlord shall meet with Simclar and their respective contractors and/or consultants to endeavor to finalize the Space Plans within five (5) Business Days of Landlord’s disapproval. If the parties are unable to reach agreement, Simclar, in its sole discretion, shall have the option to terminate the Lease Agreement without further obligation to Landlord. Once the Space Plans have been approved by Landlord, Simclar shall cause its architect/engineer to prepare “permit-ready” working drawings from the Space Plans, which shall include, among others, all architectural, mechanical/HVAC, electrical and structural engineering drawings, locations of doors, partitioning, reflected ceiling, electrical fixtures, outlets and switches, telephone outlets, plumbing fixtures, extraordinary floor loads and other special requirements and finish schedules (the “Working Drawings”). The Working Drawings shall conform to all applicable building codes, shall be sealed by a Missouri licensed architect and shall be in a form satisfactory for filing with appropriate governmental authorities for permits and licenses required for construction. The Working Drawings shall be submitted to Landlord for its approval, which shall not replace any fixtures be unreasonably withheld, as provided in this Work Letter. Landlord shall, within five (5) Business Days after receipt of the Premises Working Drawings, either approve or make any changesdisapprove of the Working Drawings, improvementsand, alterations if disapproved, Landlord shall meet with Simclar and their respective contractors and/or consultants to endeavor to finalize the Working Drawings within five (5) Business Days of Landlord’s disapproval. If Landlord fails to respond within the aforesaid five (5) Business Days after receipt of complete Space Plans and Working Drawings, such Space Plans and Working Drawings, as the case may be, shall be deemed approved. Landlord shall have the right to disapprove or withhold approval of Space Plans, Working Drawings or other requests for approval of changes or additions (collectively, “Tenant’s Work”), by Simclar only for reasonable and material reasons which shall be limited to the Premisesfollowing (i) adverse effect on the Building structure, the Real Property, (ii) possible damage or adverse effect to the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building systemnoncompliance with applicable codes, or (iv) require an amendment adverse effect on the exterior appearance of the certificate Building. In the event that Landlord’s required changes materially increase the cost of occupancy the Tenant Work or make the Simclar Premises unsuitable for Simclar’s purposes, in the Premises sole reasonable discretion of Simclar, Simclar shall have the right to terminate the Lease without further obligation to Landlord. As used herein the term “Business Days” shall mean Monday through Friday, except when such days are nationally recognized holidays. (b) Upon approval of the final Space Plans, Working Drawings and any changes, modifications, deletions or additions thereto, such documents shall be deemed attached hereto and incorporated herein by reference and shall become a part of the Building, ( Lease as if fully set forth therein. (c) is not visible outside Any changes, modifications, deletions or additions to the Premises approved final Space Plans or Working Drawings (“Change Orders”) shall be subject to the approval of Landlord (i) within two (2) Business Days following Landlord’s receipt of such request for approval of cosmetic or finish selection Change Orders and (ii) within three (3) Business Days following Landlord’s receipt of such request for approval of all other Change Orders. (d) is performed only by contractors and subcontractors first approved by Landlord (which approval Simclar shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required to obtain or provide any completion or performance bond required by any local governmental authority in connection with respect any construction, alteration or improvement work performed by or on behalf of Simclar. (e) The commencement of Rent as set forth in Section 3(b) which is scheduled to such commence as of February 1, 2007, shall be delayed by one (1) day for each day that Tenant’s Work extends beyond the February 1, 2007 as are cosmetic alterations (such as painting the interior a direct result of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans any Landlord Delay (as defined below). Except as otherwise provided herein, no Landlord Delay shall be deemed to have occurred unless Simclar has provided written notice to the Landlord specifying the action or inaction that Simclar contends constitutes a Landlord Delay (“Delay Notice”). If Landlord has not cured a Landlord Delay within two (2) Business Days after receipt of the Delay Notice, a Landlord Delay, as set forth in Section 5.2) such Delay Notice, shall be deemed to have occurred commencing as approved of the date the Delay Notice is received by Landlord. As part of Landlord and continuing until Landlord reasonably and substantially corrects the Landlord Delay specified in the Delay Notice or the Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s WorkImprovements are substantially complete. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Provided that Tenant has obtained the insurance required by Article 6 above and has paid to Landlord the sum of $__N/A__ as required by Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations8.7 below, Tenant shall, upon receipt of Landlord's notice, have the right to enter the Premises and perform Tenant's work and the installation of all Tenant's fixtures, sign faces (subject to Section 11 below), equipment and merchandise at the Premises as outlined in Exhibit D entitled "Tenant's Work". Tenant's entry into the Premises hereunder shall be at Tenant’s expense, deliver 's own risk and without interference with any remaining work which must be performed by Landlord in the Premises. Tenant shall use all due diligence to Landlord detailed plans construct and specifications, for complete Tenant’s 's Work and shall complete Tenant's Work, in form reasonably satisfactory to Landlordthe installation of all Tenant's fixtures, preparedsign faces, certified, signed equipment and sealed by an architect or engineer licensed to practice merchandise and open for business in the State Premises within one hundred twenty (120) days after the date Landlord delivers possession of New Yorkthe Premises to Tenant, except that if Tenant is delayed from opening for business for reasons beyond the control of Tenant the time shall be extended for a reasonable period to accommodate that delay. In no event will a failure to open as a result of a delay hereunder be cause for termination of the Lease so long as Tenant is otherwise paying the rent and suitable for filing with other common area maintenance costs and any other charges under the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s PlansLease on a timely basis. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) design and construct Tenant's Work hereunder at Tenant's sole cost and expense. Any and all fixtures and equipment that Tenant may install or otherwise employ on the Premises shall be new and shall be of good quality and condition. Any item not specifically listed as Landlord's Work in Section 8.2 above shall be deemed Tenant's Work. Tenant shall obtain (and deliver to Landlord copies of) all permits required permits and authorizations of any Authority for such work. Landlord shall approve all plans. Tenant shall use licensed contractors and new materials to perform all work. Tenant shall provide Landlord with a list of all contractors and sub-contractors who perform work on the Premises doing work with a value of $5,000 or more, and (b) deliver will also provide Landlord with written, fully executed, Unconditional Lien Waiver Releases from all contractors and sub-contractors prior to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed opening for business in the performance of any Tenant’s Work, andPremises.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, (A) Tenant shall not replace accept the Second Additional Premises in their as-is condition without any fixtures in obligation on the Premises or make Landlord’s part to perform any changesadditions, alterations, improvements, alterations demolition or additions other work therein or pertaining thereto; provided, however that prior to delivery of the Second Additional Premises to Tenant, Landlord shall, at Landlord’s sole cost and expense, without inclusion as Landlord’s Operating Expenses, complete demolition within the Second Additional Premises, complete certain premises entry work and perform certain work to infill certain of the skylights within the Second Additional Premises, which shall result in the addition of certain new space (but such work shall not result in any change to the Rentable Floor Area of the Second Additional Premises as described above), as further described in Exhibit C attached hereto and made a part hereof (collectively, the “TenantLandlord’s Work”). Except with respect to the Landlord’s Work, Tenant, at its sole cost and expense, shall perform all work necessary, in Tenant’s judgment, to prepare the PremisesSecond Additional Premises for Tenant’s occupancy in accordance with the plans and specifications prepared by Sierra Architects and attached hereto as Exhibit D provided, however, that within thirty (30) days of the Real PropertyEffective Date, the Building systems, or any part thereof, without Tenant shall provide to Landlord for approval mechanical plans for Tenant’s work stamped by ▇▇▇▇▇▇▇▇’s prior consent▇ Salvia (as the plans at Exhibit D and the mechanical plans may be modified by any changes described below). If Tenant wishes to use a different architect, Tenant shall select an architect licensed by the Commonwealth of Massachusetts and reasonably approved by Landlord. Tenant shall have the right to change, modify or amend such Plans, subject to (i) the reasonable approval by Landlord of such changes, modifications or amendments, and (ii) the payment of costs stipulated in Subsection 3.1(B) of the Lease in connection with Landlord’s consent review of such amendments to the Plans. All such future approvals, or disapprovals with supporting specific reasons, for subsequent submittals of corrections or changes, shall not be unreasonably withheld or delayed if provided to Tenant within seven (7) business days of Landlord’s receipt. (B) Tenant, at its sole cost and expense, shall promptly, and with all due diligence, perform Tenant’s Work as set forth on the Plans, and, in connection therewith, the Tenant shall obtain all necessary governmental permits and approvals for Tenant’s Work. All of Tenant’s Work shall be performed strictly in accordance with the Plans and in accordance with applicable Legal Requirements (aas defined in Section 3.1(C) is nonstructural, hereof) and Insurance Requirements (b) does not (i) affect any part as defined in Section 5.12 of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayedLease). Tenant shall have Tenant’s Work performed by ▇▇▇▇▇▇▇▇’s consent ▇ Construction or another contractor or contractors, reasonably approved by Landlord, which contractors shall not be provide to Landlord such insurance as required with respect by Section 8.14 of the Lease. Landlord shall have the right to such provide reasonable rules and regulations relative to the performance of Tenant’s Work as are cosmetic alterations (and any other work which the Tenant may perform under the Lease and Tenant shall abide by all such as painting reasonable rules and regulations and shall cause all of its contractors to so abide including, without limitation, payment for the interior costs of using Building services; provided, however, that in the event of a conflict between said rules and regulations and the terms of the PremisesLease, carpetingthe terms of the Lease shall govern. It shall be Tenant’s obligation to obtain a certificate of occupancy or other like governmental approval for the use and occupancy of the Second Additional Premises to the extent required by law, and installation Tenant shall not occupy the Second Additional Premises for the conduct of shelving business until and display cases) inside unless it has obtained such approval and has submitted to Landlord a copy of the Premises (“Cosmetic Alterations”), provided same together with waivers of lien from all of Tenant’s contractors in form adequate for recording purposes. Tenant complies with the other applicable provisions of this lease. shall also prepare and submit to Landlord promptly after Tenant’s Work is substantially complete a set of as-built plans in both print and electronic forms showing the work performed by Tenant to the Second Additional Premises, but excluding any wiring or cabling installed by Tenant or Tenant’s contractor for Tenant’s computer, telephone and other communication systems. Within thirty (30) days after receipt of an invoice from Landlord, Tenant shall pay to Landlord, as Additional Rent, an amount equal to the reasonable third party expenses incurred by Landlord to review Tenant’s Plans and Tenant’s Work (Landlord hereby agreeing to cap any plan review costs relating to interior, non-structural alterations, additions or improvements that do not impact Building systems at $6,000.00 in connection with any single request for approval). (C) All construction work required or permitted by the Lease shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it done in a good and worker-like workmanlike manner using new materials of first class quality and in compliance with this leaseall applicable laws, ordinances, rules, regulations, statutes, by-laws, court decisions, and orders and requirements of all Laws public authorities (“Legal Requirements”) and Tenant’s Plans all Insurance Requirements (as defined in Section 5.25.12 of the Lease); provided, however, that Tenant shall have no obligation to make any changes to the Building (other than the Premises) as approved by Landlord. As part of related to Tenant’s Work, Tenant shall soundproof except to the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for extent such changes are necessitated solely by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any . All of Tenant’s Work work shall be coordinated with any work being performed by or for Landlord and in such manner as to maintain harmonious labor relations. Each party may inspect the work of the other than purely Cosmetic Alterations, Tenant shall, at Tenantreasonable times and shall promptly give notice of observed defects. Each party authorizes the other to rely in connection with design and construction upon approval and other actions on the party’s expense, deliver behalf by any Construction Representative of the party named herein or any person hereafter designated in substitution or addition by notice to the party relying. Landlord detailed plans and specifications, for Tenanthereby appoints ▇▇▇▇ ▇▇▇▇▇ as Landlord’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New YorkConstruction Representative, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of Tenant hereby appoints ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ as Tenant’s PlansConstruction Representative. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall Tenant acknowledges that Tenant is acting for its own benefit and account and that Tenant will not be unreasonably withheld acting as Landlord’s agent in performing any Tenant Work, accordingly, no contractor, subcontractor or delayed supplier shall have a right to lien Landlord’s interest in the Property in connection with any work. Except to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇which Tenant shall have given Landlord notice of any defects or any errors and omissions in Landlord’s Work shown on Tenantnot later than the end of the eleventh (11th) full calendar month next beginning after the Second Additional Premises Commencement Date, Tenant shall be deemed conclusively to have approved Landlord’s Plans is Work and shall have no claim that Landlord has failed to perform any of Landlord’s Work. Landlord agrees to correct or repair at its expense items which are then incomplete or do not conform to the requirements of Landlord’s Work and as to which, in either case, Tenant shall have given notice to Landlord, as aforesaid. (D) Landlord shall provide to Tenant a special allowance equal to Eight Hundred Forty-Six Thousand One Hundred Sixty and 00/100 Dollars ($846,160.00) (being the product of (i) $40.00 and (ii) the Rentable Floor Area of the Second Additional Premises (the “Tenant Allowance”)). The Tenant Allowance shall be unreasonably withheld or delayed pursuant to this Article. Before commencing used and applied by Tenant solely toward the following (collectively, “Costs”): (i) the costs of labor and materials incurred in the performance of Tenant’s Work, Tenant shall (a) obtain (any other work contemplated by the Plans, any other work to integrate the Second Additional Premises into the Existing Premises, and deliver to any other work approved by the Landlord copies of) all required permits and authorizations of any Authority for such workon the Premises, and (bii) deliver to Landlord such security as shall be reasonably satisfactory to Landlordarchitectural and engineering fees and expenses and the cost of telecommunications and AV wiring, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed case incurred in the performance of any connection with Tenant’s Work, andprovided, however, that the costs in this subsection (ii) shall be payable from Tenant’s Allowance up to an aggregate amount not to exceed $169,232.00. As a condition precedent to the disbursement of any payments on account of the Tenant Allowance, Tenant shall deliver to Landlord a certificate signed by Tenant specifying the total amount of all Costs of Tenant’s Work, including architectural and engineering fees and expenses, and identifying all design professionals, consultants, contractors, service providers, subcontractors and suppliers involved with Tenant’s Work (the “Tenant’s Costs Certificate”). Tenant shall promptly notify Landlord in writing of any material change in the total amount of all Costs of Tenant’s Work as reflected in Tenant’s Costs Certificate. (E) For the purposes hereof, a “Requisition” shall mean written documentation (including invoices from all applicable Tenant’s design professionals, consultants, contractors, service providers, subcontractors and suppliers, and such other documentation as the mortgagee of Landlord, if any, may reasonably request) showing in reasonable detail the Tenant’s Work completed to date and the cost of all of the items, services and work covered thereby. Each Requisition shall be accompanied by (i) evidence reasonably satisfactory to Landlord that all of the items, services and work covered by such Requisition have been fully paid by Tenant, (ii) executed lien waivers (partial or final, as applicable) in the forms attached hereto as Exhibit E from all persons or entities that might have a lien as a result of performing any such services or work or furnishing any such items, (iii) a certificate signed by Tenant’s architect certifying that the Tenant’s Work reflected in such Requisition has been completed substantially in accordance with the approved Plans, and (iv) a certificate signed by Tenant certifying that the amount of the such Requisition does not exceed the cost of the items, services and work covered thereby. Landlord shall have the right, upon reasonable advance notice to Tenant, to inspect Tenant’s books and records relating to each Requisition in order to verify the amount thereof. Tenant shall submit Requisition(s) no more often than once every thirty (30) days. Provided and on condition that, as of the date on which Tenant submits to Landlord any Requisition (together with all required supporting documentation) (i) Tenant has delivered Tenant’s Costs Certificate to Landlord, (ii) Tenant has submitted such Requisition to Landlord not later than the date that is Three Hundred Sixty-Five (365) days after the Second Additional Premises Rent Commencement Date, (iii) there exists no Event of Default, and (iv) there are no liens (unless bonded to the reasonable satisfaction of Landlord) against Tenant’s interest in the Lease or against the Building or the Site arising out of Tenant’s Work or any litigation in which Tenant is a party, then Landlord shall pay the Costs shown on such Requisition within thirty (30) days after Landlord’s receipt thereof; provided, however, that in no event shall Landlord have any obligation to pay or otherwise fund any amount in excess of the Tenant Allowance.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), changes to the Premises, the Real PropertyBuilding, the Building systems, or any part thereof, thereof (collectively “Tenant’s Work”) without ▇▇▇▇▇▇▇▇Landlord’s prior consent. Landlord acknowledges and agrees that Tenant may make the changes to the Premises set forth on Exhibit D. Further, Tenant may make additional improvements to the Premises, subject to Landlord’s consent consent, which shall not be unreasonably withheld or delayed if delayed, provided that such additional Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property Building outside the Premises (including the Building roof) or the exterior of the Premises, ; (ii) adversely affect any structural element of the Building, ; (iii) adversely affect any Building system, ; or (iv) require an amendment of to the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (db) is performed only by licensed and insured contractors and or subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of , except that any Tenant’s Work as are cosmetic alterations (such as painting the interior that affects a Building system shall be performed by a contractor or subcontractor designated by Landlord or then on Landlord’s list, if any, of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”approved contractors or subcontractors for that work), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like professional manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord). As part If Tenant’s Work consists only of the installation of Tenant’s WorkProperty in the Premises, Tenant shall soundproof the Premises and install appropriate ventilation if required so that a change affecting only Tenant’s use Property in the Premises, or the painting, carpeting or decorating of the Premises Premises, Landlord’s consent shall not result in noise and/or odors being transmitted outside the Premises. be required, provided (i) Tenant gives Landlord ten (10) Business Days prior notice of such Tenant’s Work (with reasonable details of the work to be performed), (ii) all of the other applicable provisions of this lease shall be fully paid for by Tenant when payment is due apply and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. (iii) such Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term does not violate clauses (a) or the sooner termination (b) of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s WorkSection 5.1. Section 5.2 Prior to commencing performing any Tenant’s Work other than purely Cosmetic Alterationswhich, pursuant to this Article 5, requires Landlord’s consent, Tenant shall, at Tenant’s expense, ’ expense (a) deliver to Landlord detailed plans and specifications, specifications for Tenant’s Work, Work in form reasonably satisfactory to Landlord, prepared, certified, signed Landlord prepared and sealed certified by an a licensed architect or engineer licensed to practice in the State of New Yorkengineer, and suitable for filing with the applicable Authority, if filing is required by applicable Laws Law (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and (b) obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇Tenant’s Plans (which shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇Landlord’s consent to ▇▇▇▇▇▇Tenant’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work), Tenant shall (ac) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workAuthority, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (cd) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s of workers’ compensation insurance (covering all persons to be employed by Tenant, and all contractors and subcontractors performing any of Tenant’s Work), commercial general 5.3 If, in connection with Tenant’s Work or any other act or mission of Tenant or Tenant’s employees, agents or contractors, a mechanic’s lien, financing statement or other lien or violation is filed against Landlord, or any part of the performance of any Premises, the Building or Tenant’s Work, andTenant shall, at Tenant’s expense, have it removed by bonding or otherwise within thirty (30) days after Tenant’s receives notice of the filing. 5.4 At Tenant’s request, Landlord shall join in any applications for any authorizations required from any Authority in connection with Tenant’s Work (to which Landlord has consented, if required pursuant to this Article), and otherwise cooperate with Tenant in connection with Tenant’s Work, but Landlord shall not be obligated to incur any expense or obligation in connection with any such applications or cooperation. 5.5 On or before the Expiration Date, Tenant shall, at Tenant’s expense, remove from the Premises and the Building (a) Tenant’s trade fixtures, equipment and personal property which are removable without material damage to the Premises or the Building (“Tenant’s Property”), and (b) any Tenant’s Work which is not an ordinary nonstructural office installation and which Landlord designates for removal in a notice given by Landlord to Tenant on or before the date which is ninety (90) days prior to the Fixed Expiration Date (or five (5) days prior to the Earlier Expiration Date, if applicable), and repair any damage to the Premise or the Building caused by the installation or removal of Tenant’s Property or Tenant’s Work. If, at the time Tenant requests Landlord’s consent to Tenant’s Plans, Tenant requests Landlord to designate the portions of Tenant’s Work which must be removed pursuant to this Section 5.5, Landlord shall make that designation on the date Landlord gives Landlord’s consent to Tenant’s Plans. Except as expressly provided in this Section 5.5, Tenant’s Work shall not be removed and shall, on the Expiration Date, become the property of Landlord. Any Tenant’s Property or Tenant’s Work (which Tenant is required to removed) which is not removed by Tenant by the Expiration Date shall be deemed abandoned and may, at Landlord’s option, be retained as Landlord’s property or disposed of by Landlord at Tenant’s expense.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changesalterations, improvementsinstallations, alterations additions or additions (collectively, “Tenant’s Work”), other changes to the Premises, the Real PropertyBuilding, the Building systems, or any part thereofthereof (collectively, "Tenant's Work"), without ▇▇▇▇▇▇▇▇’s Landlord's prior consentwritten consent in each instance, which may be withheld in Landlord's sole discretion. However, if Tenant's Work consists solely of the painting, carpeting or decorating of the Premises and will cost less than $10,000 in the aggregate, then Landlord’s 's consent shall not be unreasonably withheld required, provided (i) Tenant gives Landlord 10 days prior notice of such Tenant's Work (with reasonable details of the work to be performed), and (ii) all of the other applicable provisions of this lease shall apply. Any Tenant's Work consented to by Landlord (or delayed if Tenant’s Work permitted by the immediately preceding sentence) shall (a) is nonstructural, and (b) does not (i) affect any part of the Real Property Building outside the Premises (including the Building roof) or the exterior of the Premises, (ii) adversely affect any structural element of the Building, Building (iii) adversely affect any Building system, or (ivb) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is be performed only by contractors and or subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpetingLandlord, and installation of shelving and display cases(c) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s 's expense, with diligence when started so as to promptly complete it in a good and worker-like professional manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as any plans therefor approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing If, in connection with any act or omission of Tenant or Tenant’s Work 's employees, agents or contractors, a mechanic's lien, other than purely Cosmetic Alterationsencumbrance or violation is filed against Landlord, or any part of the Premises, the Building or Tenant's Work, Tenant shall, at Tenant’s 's expense, deliver to Landlord detailed plans and specificationshave it removed within 30 days after Tenant receives notice of the filing. Tenant shall not employ, for Tenant’s Workor permit the employment of, any contractor, subcontractor or other worker in the Premises if such employment shall, in form reasonably satisfactory to Landlord's reasonable judgment, preparedinterfere or cause conflict with other contractors, certified, signed and sealed by an architect subcontractors or engineer licensed to practice workers in the State of New YorkBuilding. Tenant shall immediately stop work or other activity if Landlord notifies Tenant that continuing such work or activity would violate Landlord's union contracts affecting the Building, and suitable for filing or create any work stoppage, picketing, labor disruption or dispute or any interference with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together business of Landlord or any tenant or occupant of the Building. Section 5.3 Subject to Section 1.9 with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed respect to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown Furniture, on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Workbefore the Expiration Date, Tenant shall shall, at Tenant's expense, remove from the Premises and the Building (a) obtain Tenant's trade fixtures, equipment and personal property which are removable without material damage to the Premises or the Building (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work"Tenant's Property"), and (b) deliver to Landlord such security as shall be reasonably satisfactory to at the request of Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and's Work performed by Tenant.

Tenant’s Work. Section 5.1 Except 42.1 Tenant, at Tenant's sole cost and expense, and in a good and workmanlike manner, shall make and complete work (the "Tenant's Work") in and to the demised premises as may has or shall be expressly provided reduced in accordance with Article 37 of this leaseLease. With respect to Tenant's Work, Tenant shall shall, subject to Owner's reasonable approval, such approval not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if delayed, have the right to designate a general contractor or construction manager, which general contractor or construction manager may be Tenant or an affiliate of Tenant’s Work . 42.2 Tenant, at Tenant's sole cost and expense, shall cause to be prepared a preliminary plan or set of plans (awhich said plan or set of plans, as the case may be, are hereinafter called the "plan") is nonstructural, and (b) does not (i) affect any part which shall contain information relating to the construction of the Real Property outside demised premises and the Premises (including the Building roof) or the exterior of the Premisesengineering in connection therewith and any effect on building systems. The plan shall be submitted by Tenant to Owner for Owner's approval, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayeddelayed and shall be based solely upon (i) the effect of Tenant's Work upon the Building engineering specifications and systems, and (ii) the effect of Tenant's Work on the structure of the Building (i.e., Tenant's Work must not be structural in nature except that installation of chaseways/vertical risers having a diameter of not more than twelve inches between contiguous floors of the demised premises shall be deemed not to be structural in nature). ▇▇▇▇▇▇▇▇’s consent If Owner shall disapprove the plan, Owner shall set forth its reasons for such disapproval and itemize those portions of the plan so disapproved. In the event Owner disapproves the plan, Tenant shall make such changes to the plan as Owner shall reasonably require and shall thereupon resubmit the revised plan for Owner's approval in accordance with this Section. Owner shall not be required deemed unreasonable in withholding its consent to the extent that the plan prepared by Tenant pursuant hereto involves the performance of work or the installation of materials or equipment which do not equal or exceed the standard of quality adopted by Owner for the Building. In connection with respect to such the review of Tenant’s Work 's plan, Owner shall not be entitled to any fee or overhead payment, but Tenant shall reimburse Owner for its actual, out-of-pocket expense within thirty (30) days after being invoiced therefor. In accordance with the plan and such other plans and specifications as are cosmetic alterations (such as painting may be approved by Owner, Tenant, at Tenant's expense, will make and complete Tenant's Work. Tenant shall have the interior of right to revise the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”)plan, provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performedhas received Owner's prior written consent, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed delayed, to such revision. Final plans will be delivered to Owner as they become available, for Owner's approval, such approval not to be unreasonably withheld or delayed, pursuant to this ArticleSection. Before commencing Tenant’s WorkAnything to the contrary contained in this Section 42.2 notwithstanding, Tenant shall be permitted to, and shall only be required to, complete Tenant's build-out to the extent of plans filed with and approved by the New York City Buildings Department. 42.3 The following conditions shall also apply to Tenant's Work: (a) obtain (and deliver to Landlord copies of) Tenant, at Tenant's expense, shall file all required architectural, mechanical and electrical drawings and obtain all necessary permits, and shall furnish and perform all engineering and engineering drawings in connection with Tenant's Work. (b) Prior to Tenant's occupancy of any portion of the demised premises to which Tenant's Work has been performed for the conduct of Tenant's business, Tenant, at its expense, shall procure a temporary certificate of completion for such portion or shall receive written advice from such local authority permitting lawful occupancy pending issuance of a certificate of completion. Owner agrees to cooperate with Tenant in obtaining all permits and authorizations certificates pursuant to this Section, and, if requested, Owner agrees to join in applications therefor. (c) Tenant shall cause all work to be performed by a licensed and insured contractor subject to all terms and conditions set forth in this Lease. 42.4 Owner agrees to make a contribution of any Authority Two Million One Hundred Fifty Thousand Dollars ($2,150,000.00) ("Owner's Contribution") to be paid by Owner to Tenant as progress payments on a monthly basis upon Tenant providing invoices for the subject work from the subject contractors. Any request by Tenant for payment of Owner's Contribution shall be accompanied by (i) copies of invoices from contractors performing the portion of Tenant's Work; (ii) a certificate executed by Tenant and Tenant's architect that such workportion of Tenant's Work (other than soft costs) has been completed in a manner satisfactory to such parties; and (iii) a certificate and partial lien waiver from the contractor performing such work (other than soft costs) that such contractor has been paid in full for all prior invoices of such contractors that have been submitted to Owner for payment. The final payment ten percent (10%) retainage shall be conditioned upon Owner's receiving (a) final waivers of lien from all contractors and subcontractors, and (b) deliver an architect's certification that all Tenant Work has been completed in compliance in all material respects with all applicable laws. Any portion of Owner's Contribution which is not applied to Landlord the cost of Tenant's Work (including soft costs such security as as, but without limitation, legal, architectural, engineering and expeditor fees and disbursements and the costs of permits and filing fees) shall be reasonably satisfactory a rent credit to Landlordbe applied to Base Rent next coming due under this Lease. Anything to the contrary contained in this Section 42.4 notwithstanding and regardless of the state of completion of Tenant's installation, it is a material provision of this Lease that Tenant shall have received the Owner's Contribution by direct payment or by rent credits no later than the third (3rd) anniversary of the Commencement Date, and to the extent the entire Owner's Contribution except for ten percent (c10%) deliver retainage if applicable has not been paid prior to Landlord certificates the third (3rd) anniversary of the Commencement Date, Owner shall pay Tenant the portion of Owner's Contribution not yet paid on the third (3rd) anniversary of the Commencement Date, time being deemed of the essence. 42.5 Tenant may submit the plan to Owner in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor stages and subcontractor: (i) worker’s compensation insurance covering all persons to be employed perform Tenant's Work in the performance of any stages, as determined in Tenant’s Work, and's sole discretion.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease4.01 At its own expense, Tenant shall not replace any fixtures provide all design, engineering, plans, specifications, drawings, permits, fees, work, labor, skill and equipment required to complete the Premises for occupancy, and shall construct the Tenant’s Improvements in accordance with Tenant’s Drawings, approved in the manner set forth herein. 4.02 The following shall be carried out at Tenant’s expense and by Landlord’s contractor: (1) all approved modifications and/or additions to the shell building structural system, roof and life safety systems, including, without limitation, installation of approved modifications and additions for the existing shell building sprinkler system, and (2) any drilling, cutting, coring and patching for conduit, pipe sleeves, chases, duct equipment, or openings in the floors, walls, columns or roofs of the Premises which is approved by Landlord. The following may be carried out by Tenants contractor at Tenant’s expense subject to the requirements of Section 4.03 below: (1) all approved modifications to the shell building plumbing, heating, cooling, ventilating, exhaust, control and electrical distribution systems as installed by Landlord, and (2) patching of building standard fireproofing, if applicable. 4.03 Modifications to the shell building systems set forth in Section 4.02 and special requirements of Tenant will be considered by Landlord only if applied for at the time Tenant’s Drawings are submitted for approval and if they are compatible with the capacity and character of the shell building. Drawings for such proposed modifications shall be certified (sealed) by an architect duly registered in the State of Utah. Landlord shall not be required to grant its consent to allow Tenant’s contractor to perform such work unless Tenant agrees to obtain from Landlord’s subcontractor(s) originally responsible for the installation of such shell building systems written statements in form satisfactory to Landlord, that Tenant’s modifications of such shell building systems will be performed in a good workmanlike manner and specifically affirming the continued validity of any and all warranties and guaranties in effect prior to commencement of Tenant’s Work from each such shell building systems subcontractor. Restrictions on mechanical and electrical connections by Tenant may be imposed as reasonably necessary by Landlord to insure that no warranty or make guarantee pertaining to the shell building is lost or jeopardized. 4.04 No construction work shall be undertaken or commenced by Tenant until: (a) Tenant’s Drawings have been submitted to and approved or deemed approved by Landlord, and (b) all necessary building permits and required insurance coverages have been secured and certificates of insurance delivered to Landlord. 4.05 Tenant shall proceed with its work expeditiously, continuously, and efficiently, and shall complete the same by the date one hundred twenty (120) days following the Delivery Date. Failure of Tenant to complete by such date shall not prevent commencement of the term of the Lease or commencement of any changesrental or other charges payable by Tenant under the Lease. 4.06 Tenant shall ensure that all materials, improvementsskill and workmanship in Tenant’s Work shall be of uniformly high quality, alterations not less than building standard, and in accordance with the best standards of practice and any governing codes or additions (collectively, “regulations. Tenant shall have the obligation to timely deliver any materials and equipment and labor to be supplied by Tenant so as not to delay substantial completion of Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant represents and warrants that Tenant’s Work (a) is nonstructuralDrawings and the improvements contemplated thereby shall be in compliance with applicable building and zoning laws, ordinances, regulations and any covenants, conditions or restrictions affecting the Shopping Center, and (b) does not (i) affect any part that the same are in accordance with good engineering and architectural practice, and that Tenant’s Drawings are sufficient for issuance of the Real Property outside the Premises (including the Building roof) or the exterior of the Premisesa building permit for Tenant’s Work. Further, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of Tenant shall be responsible for obtaining the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such Tenant’s Work, and shall furnish the same to Landlord prior to the Commencement Date. 4.07 Tenant shall appoint a representative as Tenant’s representative with full authority to make decisions and commitments on behalf of Tenant in respect to Tenant’s Work as are cosmetic alterations (such as painting and changes therein. 4.08 All Tenant’s Work shall be confined to the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions exception of this lease. Tenant’s Work sign mountings, which shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and performed in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to sign criteria and the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andapproved sign drawings.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, a. Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), deliver its plans for its improvements to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Leased Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), ) to Landlord within sixty (60) days after the Effective Date. Thereafter Landlord and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of Tenant agree to cooperate in good faith to ensure that ▇▇▇▇▇▇’s Plans are mutually approved by each Party. Landlord shall not review Tenant’s Plans within fifteen (15) days of the date of delivery. If any changes are to be unreasonably withheld made or delayed are suggested by Landlord, Landlord will deliver the same to Tenant who shall have fifteen (15) days to make such changes or discuss the extent same with Landlord. This shall continue until Tenant’s Plans have been mutually approved by Landlord and Tenant. Thereafter ▇▇▇▇▇▇ agrees that it will submit ▇▇▇▇▇▇’s consent Plans to the proper authority within five (5) business days of such approval and Tenant shall thereafter diligently pursue the completion of all on-Premises commercially reasonably changes required by the proper authority. If the permits have not been issued within two hundred and forty days (240) from submittal, then either party may terminate this Lease by providing the other with express written notice within ten (10) business days of the 240th day. Upon termination this Lease shall have no further effect. b. Landlord warrants that, except to the extent of the Tenant’s Work and subject to Tenant’s completion of all of Tenant’s Work as reflected in Tenant’s Plans, ▇▇▇▇▇▇’s Work shown on other obligations as provided herein, and casualty and condemnation events as provided herein, (i) as of the acceptance of possession by ▇▇▇▇▇▇ and for the Term, the Leased Premises and Building as constructed shall be structurally sound and well built, and (ii) as of the acceptance of possession by Tenant, the Leased Premises as constructed will be fit for Tenant’s Plans is initial intended use as a grocery store. c. Landlord shall not erect, construct, or install or allow to be unreasonably withheld erected, constructed, or delayed pursuant installed any subsequent signage, buildings or other improvements (either permanent or temporary in nature) in the Shopping Center that would materially obstruct or diminish the general proximity of the parking field to this Article. Before commencing the Tenant’s Workfront door, Tenant materially diminish Tenant’s building signage visibility from Highway 70 East, or materially diminish access to the Leased Premises, or otherwise materially interfere with the traversing of vehicular and/or pedestrian traffic from public access points to the Shopping Center; provided, however, that the parties acknowledge and agree that the foregoing restriction shall not apply to (a) obtain (any municipal-related improvements or signs required by any municipality, applicable life-fire safety code, or ADA requirement applicable to the Shopping Center, provided that any such municipal-required, code-required, or ADA-required exceptions are proposed at the minimum level necessary to satisfy such requirements and deliver to Landlord copies of) all required permits and authorizations thereby minimize the negative impacts thereof on visibility of any Authority for such workthe buildings, building signage, and building entrances to the Shopping Center, or (b) deliver to Landlord such security as development of adjacent property not owned by Landlord. d. No tenant allowance or lease inducement payment shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andpaid under this Lease.

Tenant’s Work. Section 5.1 5.1. Except as may be expressly provided in this leaseset forth herein, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereofnot, without ▇▇▇▇▇▇▇▇’s Landlord's prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralwritten approval, and (b) does not in each instance, make (i) affect structural changes or alterations in or to the Demised Premises of any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premisesnature, (ii) changes or alterations which affect any structural element of the Building's systems, which term shall include, without limitation, the Building's utility, plumbing, ventilating, electrical, air conditioning or heating systems or (iii) adversely affect non-structural changes or alterations costing more than $75,000 in the aggregate in any Building systemtwelve (12) month period. Prior to Tenant's commencing the Initial Tenant's Work described in Section 3.5 above, or (iv) require an amendment of any other work in the certificate of occupancy Demised Premises for the Premises or the Buildingwhich Landlord's prior approval is required, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Tenant shall submit to Landlord for Landlord's written approval (which approval shall not be unreasonably withheld or delayedfor non-structural work which does not affect any Building systems), complete drawings, plans and specifications, if any, (herein collectively referred to as "Tenant's Plan") for the improvements and installations to be made by Tenant (said Initial Tenant's Work, together with all other work contemplated in this Article 5 is herein collectively referred to as "Tenant's Work"). ▇▇▇▇▇▇▇▇Tenant shall also submit to Landlord for Landlord's written approval (x) the proposed budget (updated as any work progresses) for all Tenant's Work to be made by Tenant and (y) a list of contractors and subcontractors for Tenant's Work. Upon request, Tenant agrees to employ Landlord's contractor to perform any part of Tenant’s Work with respect to the Building's systems or the exterior of the Demised Premises and/or any structural aspect of Tenant’s Work. Tenant acknowledges that said Landlord's contractor may be a related party to Landlord and Tenant has no objection thereto so long as the cost of such work does not exceed that which Tenant would be obligated to pay an unrelated party. Tenant's Plan shall be fully detailed, shall show complete dimensions, shall not require any changes in the structure of the Building (except as expressly permitted pursuant hereto) and shall not be in violation of any laws, order, rules or regulations of any governmental department or bureau having jurisdiction of the Demised Premises. Section 5.2. Within ten (10) days after submission to Landlord of Tenant's Plan, Landlord shall either approve same or shall set forth in writing the particulars in which Landlord does not approve same, in which latter case Tenant shall, within ten (10) days after Landlord's notification, return to Landlord appropriate corrections thereto. Such corrections shall be subject to Landlord's approval not to be unreasonably withheld. Tenant shall pay to Landlord, promptly upon being billed, any reasonable charges or expenses of Landlord's architects and engineers in reviewing Tenant's Plan and/or insuring compliance therewith as well as a construction management fee of two and one/half (2.5%) percent of the aggregate hard costs for such work as set forth in Tenant's proposed budget for any Tenant's Work required to be supervised or monitored by Landlord. Section 5.3. Tenant further agrees that Tenant shall not make any changes in Tenant's Plan subsequent to approval by Landlord unless Landlord consents to such changes; provided, however, Landlord's consent shall not be required in connection with respect any changes required by any governmental entity or agency. Tenant shall pay to Landlord all costs and expenses caused by such change which Landlord may incur or sustain in the performance by Landlord of any construction or work in the Building. Landlord shall have the right to refuse to consent to any such changes if in the reasonable judgment of Landlord or Landlord's architect such changes materially deviate from Tenant's Plan theretofore approved by Landlord or otherwise violate the terms of this Lease. Any charges payable under this subparagraph 5.3 shall be paid by Tenant from time to time upon demand as Additional Rent, whether or not the Lease Term shall have commenced. Section 5.4. Following compliance by Tenant with its obligations under the foregoing subparagraphs and approval of Tenant’s Plan by Landlord, Tenant shall commence Tenant's Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies it shall proceed diligently with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it same in a good and worker-like workmanlike manner using new first-class materials in order to complete same within a reasonable period of first class quality time. Section 5.5. Tenant agrees that in the performance of Tenant's Work (i) neither Tenant nor its agents or employees shall interfere with any work being done at the Industrial Center by other tenants or occupants thereof or by Landlord and its contractors, agents and employees, (ii) intentionally omitted, (iii) that Tenant shall comply with any reasonable rules and regulations proposed by Landlord, its agents, contractors or employees, (iv) that all that all contractors, subcontractors and personnel employed by Tenant shall be harmonious and compatible with the labor employed by Landlord and other tenants in the Industrial Center, it being agreed that if in Landlord's judgment the labor is incompatible with the labor employed by Landlord or construction labor employed by other tenants in the Industrial Center, Tenant shall immediately resolve such incompatibility, or upon Landlord's demand immediately withdraw such labor from the premises, (v) that prior to commencing Tenant's Work, Tenant shall procure and deliver to Landlord worker's compensation, public liability, property damage and such other insurance policies, in such form and amounts as shall be reasonably acceptable to Landlord in connection with Tenant's Work, and shall upon Landlord's request cause Landlord, any mortgagee of the Industrial Center and such other entities as Landlord shall designate to be named as an insured thereunder, (vi) that Tenant shall hold Landlord, any mortgagee of the Industrial Center and such other entities as Landlord shall designate harmless from and against any and all claims arising from or in connection with any act or omission of Tenant or its agents, contractors and employees, (viii) that Tenant's Work shall be performed in accordance with the approved Tenant's Plan and in compliance with this leasethe laws, all Laws orders, rules and regulations of any governmental department or bureau having jurisdiction over the Industrial Center and Tenant shall immediately correct any non-conforming work, and (vii) that Tenant shall promptly pay for Tenant’s Plans ('s Work in full and shall not permit any lien to attach to the Demised Premises or the land and/or Industrial Center. Section 5.6. In the event that Tenant shall not diligently perform and fully pay for Tenant's Work and/or causes or permits any liens to attach to the Demised Premises or the building containing the Demised Premises, as defined in Section 5.2) as approved determined by Landlord, then, in addition to any other remedies of Landlord in this Lease contained, by law or otherwise, Landlord shall, to the extent Landlord deems necessary, be entitled, at Tenant's expense, to restore and/or protect the Demised Premises or the Industrial Center, and to pay or satisfy any costs, damages or expenses in connection with the foregoing and/or Tenant's obligations under this Lease. Section 5.7. As part of Tenant’s Work, All trade fixtures and equipment installed or used by Tenant shall soundproof in the Demised Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due in cash and shall not be financed with any subject to conditional sales bills of sale, chattel mortgage or other title retention agreements agreements, unless such conditional ▇▇▇▇ of sale, chattel mortgage or by other title retention interest does not affect Landlord's interest in the granting of Demised Premises or the Industrial Center. Section 5.8. Notice is hereby given that the Landlord shall not be liable for any security interests, liens, encumbrances labor or financing statements. Tenant’s Work shall be deemed, upon installation, materials furnished or to be improvements and betterments that become furnished to the property of Landlord at installationTenant upon credit, and that no mechanic's or other lien for any such labor or materials shall remain upon and be surrendered with attach to or affect the Premises, at the expiration reversion or other estate or interest of the Term (Landlord in and to the Demised Premises or the sooner termination of this lease in accordance with its provisions) unless Industrial Center. Section 5.9. Notwithstanding anything to the contrary contained herein, Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall not be obligated to remove give its consent or approval regarding Tenant's Work in the event that such consent or approval is required of, and not given by, Landlord's mortgagee. Tenant’s Work's Work shall in all respects conform to the requirements, if any, imposed by any mortgage on the Industrial Center with respect to such alterations and improvements. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall5.10. Landlord may, at Tenant’s expenseany time and from time to time but upon reasonable advance notice, deliver in addition to any other right of access given to Landlord detailed plans pursuant to the terms of this Lease, enter upon the Demised Premises with one or more engineers and/or architects of Landlord's selection to determine the course and specificationsdegree of completion of Tenant's Work and its compliance with Tenant's Plan and the terms and conditions of this Lease. Section 5.11. At the time Landlord approves the Tenant's Plan, for Tenant’s Work, in form reasonably satisfactory to Landlord, preparedby notice to Tenant, certified, signed and sealed by an architect or engineer licensed shall have the right to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed require Tenant to remove prior to the extent ▇▇▇▇▇▇▇▇’s consent Expiration Date any or all Tenant's Work performed by Tenant and restore the Demised Premises to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not the condition it existed prior to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any said Tenant’s Work's Work (such Tenant's Work which Landlord requires Tenant to remove, and"Designated Alterations").

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures 2.1 Tenant's architect and its mechanical and structural engineer (the "Design Professionals") and general contractor (the "General Contractor") for the design and construction of the Leasehold Improvements in the Leased Premises will be subject to Landlord's prior written approval (not to be unreasonably withheld, conditioned or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”delayed), . 2.2 Prior to the commencement of any construction or renovation work in the Leased Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work : (a) is nonstructuralTenant will cause the Design Professionals to prepare a set of space plans (the "Proposed Space Plans") for the Leasehold Improvements. The Leasehold Improvements, and as shown in the Proposed Space Plans, must maintain the image of a first class building located in the applicable submarket for the Building. Within five (b5) does not (i) affect any part business days after delivery of the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesProposed Space Plans to Landlord, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord shall either approve (which approval shall not be unreasonably withheld withheld, conditioned or delayed) the Proposed Space Plans or notify Tenant of the item(s) of the Proposed Space Plans that Landlord disapproves and the reason(s) therefor. If Landlord disapproves the Proposed Space Plans, Tenant shall cause the Design Professionals to revise and resubmit same to Landlord for approval (the "Revised Space Plans"). Within five (5) business days after delivery of the Revised Space Plans to Landlord, Landlord shall either approve the Revised Space Plans or notify Tenant of the item(s) of the Revised Space Plans which Landlord disapproves and the reason(s) therefor. If Landlord disapproves the Revised Space Plans, Tenant shall cause the Design Professionals to further revise and resubmit same to Landlord for approval, which process shall continue until the plans are approved. Landlord shall have five (5) business days after delivery of the each set of Revised Space Plans to either approve the Revised Space Plans or notify Tenant of the item(s) of the Revised Space Plans which Landlord disapproves and the reason(s) therefor. The Proposed Space Plans or Revised Space Plans, as approved by Landlord, are hereinafter referred to as the "Space Plans". (b) Upon Landlord's approval of the Space Plans, Tenant shall cause the Design Professionals to prepare construction drawings (in accordance with the Space Plans) and specifications including complete sets of detailed architectural, structural, mechanical, electrical and plumbing working drawings (the "Proposed Construction Drawings") for the Leasehold Improvements and shall deliver the Proposed Construction Drawings to Landlord for approval (which approval shall not be unreasonably withheld, conditioned or delayed). ▇▇▇▇▇▇▇▇’s consent Within ten (10) business days after delivery of the Proposed Construction Drawings to Landlord, Landlord shall either approve the Proposed Construction Drawings or notify Tenant of the item(s) of the Proposed Construction Drawings that Landlord disapproves and the reason(s) therefor. If Landlord disapproves the Proposed Construction Drawings, Tenant shall cause the Design Professionals to revise and resubmit same to Landlord for approval (the "Revised Construction Drawings"). Within three five (5) business days after delivery of the Revised Construction Drawings to Landlord, Landlord shall either approve the Revised Construction Drawings or notify Tenant of the item(s) of the Revised Construction Drawings which Landlord disapproves and the reason(s) therefor. If Landlord disapproves the Revised Construction Drawings, Tenant shall cause the Design Professionals to further revise and resubmit same to Landlord for approval, which process shall continue until the plans are approved. Landlord shall have five (5) business days after delivery of each set of Revised Construction Drawings to either approve the Revised Construction Drawings or notify Tenant of the item(s) of the Revised Construction Drawings which Landlord disapproves and the reason(s) therefor. The Proposed Construction Drawings or Revised Construction Drawings, as approved by Landlord, are hereinafter referred to as the "Construction Drawings". (c) Landlord's approval of the Construction Drawings shall in no manner indicate that Landlord believes the Construction Drawings are in compliance with all applicable codes, law and regulations and it shall be Tenant's and the Design Professionals' obligation to obtain all such requisite approvals. 2.3 Tenant shall submit to Landlord in writing the following information at least seven (7) days prior to the commencement of construction of the Leasehold Improvements: (a) The name and address of each of the subcontractors that the General Contractor intends to engage in the construction of the Leasehold Improvements. All subcontractors shall be subject to Landlord's prior written approval, which approval will not be unreasonably withheld, conditioned or delayed. The General Contractor and all of the approved subcontractors are sometimes referred to hereinafter collectively as "Tenant's Contractors". (b) The anticipated commencement date of construction and estimated date of completion. (c) Evidence of property, liability and worker's compensation insurance reasonably acceptable to Landlord as to insurer, policy terms and coverage (which, as to property and liability insurance policies, shall include, without limitation, naming Landlord as additional insured). 2.4 Tenant, at its sole cost and expense, shall cause Tenant's Contractors to perform all work required to complete the Leasehold Improvements substantially in accordance with the approved Construction Drawings ("Tenant's Work"). Landlord shall have the right to approve and supervise the portions of the Tenant Work related to the Building mechanical, electrical and plumbing systems and structural elements, and to observe all other aspects or the Tenant's Work, but any such approval, supervision or observation shall be strictly for Landlord's own purposes and shall not be required impose upon Landlord any express or implied duty to Tenant or any third party with respect to such of Tenant’s the Tenant Work as are cosmetic alterations (such as painting or the interior of the Leased Premises, carpetingincluding, and installation of shelving and display cases) inside without limitation, verification that the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it Leasehold Improvements are constructed in a good and worker-like manner using new materials workmanlike manner, substantially in accordance with the Construction Drawings or in accordance with applicable laws, codes and ordinances. 2.5 Tenant shall not be deemed to be the agent or representative of first class quality Landlord in making the Leasehold Improvements, and shall have no right, power or authority to encumber the fee interest in compliance the Building or the land on which it is located. Accordingly, any claims against Tenant with respect to the Tenant's Work or the Leasehold Improvements shall be limited to Tenant's leasehold estate under this leaseLease. Should any mechanic's or other liens be filed against the Premises, all Laws and the Leased Premises, the Building, the Land or any other property of Landlord or any interest therein by reason of Tenant’s Plans 's acts or omissions or because of a claim against Tenant or Tenant's Contractors, Tenant shall cause same to be canceled or discharged of record by bond or otherwise within thirty (as defined in Section 5.230) as approved days after written notice by Landlord. As part If Tenant shall fail to cancel or discharge said lien or liens, within said thirty (30) day period (which failure shall be deemed to be a default hereunder), Landlord may, at its sole option and in addition to any other remedy of Landlord hereunder or at law, cancel or discharge same and Tenant shall promptly reimburse Landlord upon demand, for all costs incurred in canceling or discharging such lien or liens (including, without limitation, reasonable legal fees). Tenant shall indemnify and hold harmless Landlord and its partners, directors, officers, shareholders, employees and agents from and against all costs (including attorneys' fees and costs of suit), losses, liabilities, or causes of action arising out of or relating to Tenant's Work, including but not limited to any mechanics' or materialmen's liens asserted in connection therewith. 2.6 All Tenant's Work shall be performed in a good and workmanlike manner in accordance with good industry practice, and shall comply in all respects with applicable Federal, State, City and County statutes, ordinances, regulations, laws and codes, including, without limitation, the Americans with Disabilities Act and the Texas Architectural Barriers Act. All required building and other permits in connection with the construction and completion of the Tenant's Work shall be obtained and paid for by Tenant. 2.7 Tenant's Contractors shall be granted access to the Leased Premises for construction of Tenant’s 's Work and inspecting same. Tenant's Contractors shall coordinate the scheduling of Tenant's Work with Landlord's construction manager on as to accommodate the construction of Landlord's Work and the performance of Landlord's asbestos abatement program. Tenant's Contractors shall be allowed to utilize power, water, HVAC (to the extent present) and other existing utility facilities and, subject to the Building Rules, the freight dock and such elevator as may be designated by Landlord for this purpose, as necessary and required in connection with the Tenant's Work in the Leased Premises at no charge (regardless of the time of use). 2.8 Tenant shall mainta n the Leased Premises and the surrounding areas in a clean and orderly condition during construction. Tenant will cause Tenant's Contractors to promptly remove from the Building, by use of their own trash containers, all rubbish, dirt, debris and flammable waste, as well as all unused construction materials, equipment, shipping containers and packaging generated by Tenant's Work; neither Tenant nor Tenant's Contractors shall be permitted to deposit any such materials in Landlord's trash containers or elsewhere in the Building. Storage of construction materials, tools, equipment and debris shall be confined within the Leased Premises. Landlord shall provide Tenant's Contractors with reasonable access to the Building loading dock and service elevator to stage and transport construction materials to the Leased Premises. Such reasonable access shall not be limited to certain time of the day, but shall occur at reasonable intervals within each twenty-four (24) hour period to allow Tenant's Contractors to perform construction work in a logical and sequenced manner. 2.9 lf, at any time, anyone performing construction work on behalf of Tenant shall cause unreasonable interference with anyone performing construction work in the Building on behalf of Landlord, Landlord may, upon twenty-four (24) hours' written notice to Tenant, require Tenant to remove from the Leased Premises and from the Building any person or persons performing construction work on behalf of Tenant causing such interference. 2.10 Upon completion of the Tenant's Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in one set of the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such "as-built" plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld for the Leased Premises on a diskette in AutoCad or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld compatible format or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andwriting.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralTenant agrees, and (b) does not (i) affect any part of prior to the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration commencement of the Term (or the sooner termination of this lease Lease, [***], to diligently perform all work of whatever nature in accordance with its provisionsTenant's obligations set forth in Exhibit D ("Tenant's Work") unless Landlord notifies Tenant and all other related work necessary to prepare for the opening to the public of Tenant's store in the Lease Premises in accordance with the provisions of this Article Lease. Tenant agrees to furnish to Landlord the Store Design Drawings and Working Drawings and Specifications with respect to the Leased Premises prepared in the manner and within the time period required in Exhibit D. If such Store Design Drawings or Working Drawings and Specifications are not furnished by Tenant to Landlord within the required time period(s) in form to permit approval by Landlord, then the Fixturing Period (as described in the Data Sheet) shall be reduced by [***] of delay by Tenant in submitting said Store Design Drawings or Working Drawings and Specifications. Landlord shall respond to such Store Design Drawings or Working Drawings and Specifications submitted by Tenant pursuant to this Lease within [***] business days following Landlord's receipt from Tenant. In the event of Landlord's failure to respond within such [***] business day period or there are other delays created by Landlord, the Fixing Period as described in the Delta Sheet shall be extended by [***] of additional delay by Landlord. No material deviations from the final Store Design Drawings or Working Drawings and Specifications, once approved by Landlord, shall be permitted unless necessary to comply with applicable governmental requirements or unless otherwise approved by Landlord. Landlord's approval of Tenant's Store Design Drawings and Working Drawings and Specifications shall not constitute the assumption of such items. Tenant's Work shall include the installations of fixtures and equipment and the stocking of the Leased Premises with suitable merchandise. Tenant covenants that all such fixtures and equipment visible to customers shall be new (or like-new) and otherwise reasonably acceptable to Landlord relinquishes its rights theretoin appearance. In addition to conforming to the requirements specified in Exhibit D, in which case all work performed by Tenant shall be obligated comply with such rules and regulations as Landlord and its representatives may make, provided that such rules and regulations are uniformly applied to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterationsall similarly situated Shopping Center tenants under construction. Unless Landlord otherwise directs in writing, Tenant shallshall not open the Leased Premises for business until all construction has been completed pursuant to the provisions of Exhibit D. It is further understood and agreed that: (i) Landlord shall have no responsibility or liability whatsoever for any loss of, or damage to, any fixtures, equipment, merchandise, or other property belonging to Tenant, installed or left in the Leased Premises except to the extent resulting from the negligence or intentional acts or Landlord, its agents or employees; and (ii) Tenant's entry upon and occupancy of the Leased Premises prior to the Commencement Date shall be governed by and subject to all the provisions, covenants and conditions of this Lease. Tenant shall obtain at its sole cost and immediately thereafter furnish to Landlord all certificates and approvals with respect to work done and installations made by Tenant that may be required for the issuance of a certificate of occupancy for the Leased Premises, so that such certificate of occupancy shall be issued and the Leased Premises shall be ready for the opening of Tenant's business on the Commencement Date. Upon the issuance of the certificate of occupancy, a copy thereof shall be immediately delivered to Landlord. Promptly upon the completion of its work, Tenant, at Tenant’s expense's cost, deliver shall repair, clean and restore all portions of the Shopping Center affected by Tenant's Work to Landlord detailed plans their prior condition. To the extent approved by the proper governing authorities, Tenant shall have the right to install atop the roof of Landlord's building in which the Leased Premises are located one (1) antenna and/or (1) satellite dish and specifications, the equipment necessary for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed 's communications and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plansdata transmission network system. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans The satellite dish shall not be unreasonably withheld larger than five (5) feet in diameter. The antenna or delayed satellite dish on such roof shall be at a location designated by Landlord and reasonably approved by Tenant. Tenant shall submit to Landlord for its approval plans for the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is installation of such antenna or satellite dish and necessary equipment, such approval not to be unreasonably withheld withheld, delayed, or delayed pursuant to this Articleconditioned. Before commencing Tenant’s Work, Tenant shall also provide Landlord with copies of all permits required by the proper governmental authorities regarding such installation, which shall be obtained by Tenant at its sole cost and expense. Landlord's contractor shall cut the roof and patch it (aif necessary) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workat Tenant's expense, and (b) deliver to Landlord such security as Tenant's contractor shall be reasonably satisfactory subject to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and's prior *** Confidential treatment requested.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this leaseUpon Substantial Completion of the Tenant Improvements, Tenant shall not replace any fixtures in have the Premises or make any changes, improvements, alterations or additions right to perform the following work (collectively, “Tenant’s Work”) within the Building, subject to, and in compliance with, all Building codes, other governmental requirements and all matters of record (including, without limitation, the CC&Rs): 4.1 To purchase two (2), to the Premisescommercial, Frigidaire, glass front refrigerators matching Tenant’s existing third (3rd) floor kitchen units or equivalent, and an ADA (as defined below) dishwasher, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇cost of which shall be subject to Landlord’s prior consentreasonable approval. Landlord’s consent shall not be unreasonably withheld or delayed if Upon Tenant’s Work delivery to Landlord of receipts and proof of payment for the same, Landlord shall reimburse Tenant for such items, in the form of either a credit against Rent or a check to Tenant. 4.2 To install a reception desk in the Common Area in the first (a1st) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element floor of the Building, in accordance with the Plans and Specifications (iii) adversely affect any Building system, or (iv) require an amendment “Reception Desk”). Landlord shall be responsible for the cost of installing a flush floor mounted combination electrical/data/telephone J-box at such Reception Desk location. Tenant shall be responsible for the cost of the certificate of occupancy for Reception Desk and its installation; provided, however, that Tenant shall have the Premises or right to utilize the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior then-remaining amount of the PremisesTenant Refurbishment Allowance, carpetingif any, to the cost of the Reception Desk and its installation, subject to the terms of Article 58 of the Lease. Tenant shall remove the Reception Desk upon the expiration or earlier termination of the Lease, and shall cause the Building to be restored to its condition prior to the installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”)Reception Desk, provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performedincluding repairing any damage caused by its removal. 4.3 To install, at Tenant’s sole cost and expense, with diligence when started so as security cameras in the Building’s first floor lobby, corridors and parking lot, subject to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlordremoval and restoration at the end of the Lease. As part of Tenant’s Work, Tenant shall soundproof not cause any penetrations of bricks on the Premises and install appropriate ventilation façade or metal sash. Penetrations, if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work needed, shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Workgrout joints. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall4.4 To install, at Tenant’s sole cost, Besam automated glass sliding doors or similar product type at Tenant’s sole cost and expense, deliver at both the front and rear entries to the Building lobby, subject to Landlord’s further approval. Landlord detailed plans and specifications, for shall have the right to condition its approval upon Tenant’s Work, in form reasonably satisfactory agreement to Landlord’s restoration requirements, preparedamong other requirements. Landlord shall have the right to review renderings and study the impact of the improvement on the Building façade and lobby, certifiedand reserves the right to require modifications. Upon the expiration or earlier termination of the Lease, signed and sealed by an architect or engineer licensed Landlord shall have the right, at its sole election, to practice require Tenant to replace the new sliding doors with doors of a make/model similar to those existing in the State Premises prior to such replacement, at Tenant’s sole cost. 4.5 To install, at Tenant’s sole cost, cardkey access controls in elevators for controlled access for the second (2nd) and third (3rd) floors during non-standard business hours. This would include, subject to fire code regulations, the locking of New Yorkfirst (1st) floor stairwell doors to allow for exiting only from upper floors. Prior approval from Landlord Landlord’s property manager shall be required of said improvements and detailed scope of work. Tenant shall also be subject to restoration of the Building due to installment of the cardkey access controls. security cameras in the Building’s first floor lobby, corridors and suitable for filing with parking lot, subject to Tenant’s removal and restoration at the applicable Authorityend of the Lease. Additionally, Tenant shall not cause any penetrations of bricks on the façade or metal sash. Penetrations, if filing is required needed, shall be at grout joints. 1. The installation of electrical/data floor monuments and the installation of two (2) Modernfold continuously hinged wall systems or equivalent with finish materials to be selected by applicable Laws (such plans Tenant. 2. Replace the ceiling grid system and specifications together with revisions theretoceiling tiles in the Expansion Premises. [Pursuant to Regulation S-K, collectively, “Tenant’s Plans”Item 601(a)(5), Schedule 2 to Exhibit B of the subject document has not been filed. The Registrant agrees to furnish a copy of the omitted information to the Securities and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans Exchange Commission or its staff upon request.] The following Standards for Utilities and Services are in effect. (a) Landlord shall not be unreasonably withheld responsible for room temperatures in the Premises. Tenant agrees to abide by all regulations and requirements which Landlord may prescribe for the proper function and protection of the air conditioning system serving the Premises. Tenant agrees not to connect any apparatus, device, conduit or delayed pipe to the extent ▇▇▇▇▇▇▇▇Building chilled and hot water air conditioning supply lines. Tenant further agrees that neither Tenant nor its servants, employees, agents, visitors, licensees or contractors shall at any time enter mechanical installations or facilities of the Building or adjust, tamper with, touch or otherwise in any manner affect said installations or facilities. The cost of maintenance and service calls to adjust and regulate the air conditioning system shall be at the sole cost of Tenant. (b) Tenant shall be solely responsible for contracting with applicable utilities providers to furnish to the Premises and the Project, during the usual business hours on business days, electric current sufficient for normal office use. Tenant agrees, should its electrical consumption or other utility consumption or use of mechanical Building systems (including, without limitation, the HVAC system serving the Building) be in excess of normal office use or extend beyond normal business hours, then, at Landlord’s consent election, (i) Tenant shall be responsible for the cost of replacing the applicable Building system if and when necessary in Landlord’s reasonable judgment, and/or (ii) Landlord shall have the right to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is adjust the useful life of the applicable Building system for the purpose of amortizing the cost of the same as part of Operating Expenses. Tenant agrees not to be unreasonably withheld use any apparatus or delayed pursuant device in, or upon, or about the premises which may in any way increase the amount of such services usually furnished or supplied to this Articlesaid Premises, and Tenant further agrees not to connect any apparatus or device with wires, conduits or pipes, or other means by which such services are supplied, for the purpose of using additional or unusual amounts of such services without written consent of Landlord. Before commencing At all times Tenant's use of electric current shall never exceed the capacity of the feeders to the Building or the risers or wiring installation and Tenant shall not install or use or permit the installation or use of any computer, larger than personal computer, or electronic data processing equipment in the Premises, without the prior written consent of Landlord. Upon Landlord’s Workwritten request, Tenant shall (a) obtain (and deliver provide Landlord with all utility invoices applicable to Landlord copies of) all required permits and authorizations the Term of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and this Lease. (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons Tenant shall cause water to be employed available in the performance of any Tenant’s Work, andpublic areas for drinking and lavatory purposes only.

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall not replace any fixtures in have the Premises or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”), right to submit plans for the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work in stages for portions of the Demised Premises. Tenant shall cause the TI Architect to prepare and deliver to Landlord for Landlord’s or MDC’s review preliminary plans (aarchitectural, mechanical, electrical, plumbing and structural, if necessary) is nonstructuraland specifications for the proposed leasehold improvements (the “Preliminary Plans”). Landlord shall have ten (10) business days after its receipt thereof (or such additional time as may reasonably be necessary) to review the Preliminary Plans, request any changes it deems reasonably appropriate, and indicate on the Preliminary Plans which portions of the leasehold improvements are to be removed by Tenant prior to the expiration or termination of the Lease. The TI Architect shall modify the Preliminary Plans to accommodate Landlord’s changes, and resubmit the revised plans (bthe “Revised Preliminary Plans”) does to Landlord for approval. If Tenant or the TI Architect elect not to make said changes to the Preliminary Plans, then Landlord shall have the right to require Tenant to perform corresponding restoration work to effect said changes prior to the expiration or termination of the Lease. Upon receipt of Landlord’s approval of the Revised Preliminary Plans, the TI Architect shall prepare a complete set of construction drawings and specifications for the construction of the proposed leasehold improvements (the “Working Drawings”). The Working Drawings shall be in sufficient detail for (i) affect any part of Tenant’s general contractor to obtain bids from all trades for and to perform the Real Property outside work described on the Premises (including the Building roof) or the exterior of the Premises, Working Drawings; (ii) affect any structural element of Tenant’s general contractor to secure building permits from the Building, requisite governmental authorities having jurisdiction over same; and (iii) adversely affect any Building system, Landlord or (iv) require an amendment of MDC to indicate the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part portion of Tenant’s Work, if any, which Tenant is to remove by expiration or termination of the Lease. The Working Drawings shall conform to and be consistent with the Revised Preliminary Plans and comply with all applicable Laws and Insurance Requirements, as those terms are defined in the Lease. The Working Drawings shall be submitted to MDC for review and approval, which approval (or a request for changes to be made) shall be given within fifteen (15) days after receipt thereof. Within five (5) business days after MDC’s approval of the Working Drawings, as modified by any revisions requested by MDC, Landlord and Tenant shall soundproof initial same to confirm their mutual approval thereof (the Premises and install appropriate ventilation if required so that “Approved Working Drawings”). The Approved Working Drawings will indicate which portions of the Tenant’s use Work, if any, will have to be removed by Tenant prior to the expiration or termination of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installationLease, and shall remain upon Tenant will timely comply with such requirement and be surrendered with repair any damage to the Premises, Land or the Building caused thereby at the expiration its own expense. Tenant will have no obligation to remove any other portion of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, Tenant shall will not replace any fixtures in the Premises or make any changeschanges to the Premises, improvementsthe Building, alterations the Building systems, or additions any part thereof (collectively, “Tenant’s Work”), to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural, and (b) does not (i) affect any part of the Real Property outside the Premises (including the Building roof) or the exterior of the Premises, (ii) affect any structural element of the Building, (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this leaseconsent. Tenant’s Work shall will be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like professional manner using new materials of first class quality as reasonably determined by Landlord and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work). Section 5.2 Prior to commencing performing any Tenant’s Work other than purely Cosmetic Alterationswhich, pursuant to this Article, requires Landlord’s consent, Tenant shallwill, at Tenant’s expense, expense (a) deliver to Landlord Landlord, detailed plans and specifications, specifications for Tenant’s Work, Work in form reasonably satisfactory to Landlord, prepared, certified, signed Landlord prepared and sealed certified by an a registered architect or engineer licensed to practice in the State of New Yorkengineer, and suitable for filing with the applicable Authority, if filing is required by applicable Laws Law (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and (b) obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇Tenant’s Plans shall (which will not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇Landlord’s consent to ▇▇▇▇▇▇Tenant’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work), Tenant shall (ac) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such workAuthority, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (cd) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) of worker’s compensation insurance (covering all persons to be employed in the performance of by Tenant, and all contractors and subcontractors performing any Tenant’s Work), andcommercial general liability insurance (naming Landlord, Landlord’s managing agent, if any, any Superior Landlord and any Mortgagee as additional insureds) and Builder’s all risk insurance (issued on a completed value basis), in form, with companies, for periods and in amounts reasonably required by Landlord, naming Landlord, Landlord’s managing agent, if any, any Superior Landlord and any Mortgagee as additional insureds. Tenant will promptly reimburse Landlord for any reasonable out-of-pocket expenses incurred by Landlord in connection with Landlord’s review of Tenant’s Plans and inspection of Tenant’s Work, including outside experts retained by Landlord for that purpose. Following the completion of Tenant’s Work, Tenant will, at Tenant’s expense, obtain and deliver to Landlord copies of all authorizations of any Authority required upon the completion of Tenant’s Work and “as-built” plans and specifications for Tenant’s Work prepared as reasonably required by Landlord. Section 5.3 If, in connection with Tenant’s Work or any other act or omission of Tenant or Tenant’s employees, agents or contractors, a mechanic’s lien, financing statement or other lien or violation is filed against Landlord, or any part of the Premises, the Building or Tenant’s Work, Tenant will, at Tenant’s expense, have it removed by bonding or otherwise within 30 days after Tenant receives notice of the filing. Section 5.4 Tenant will not employ, or permit the employment of, any contractor, subcontractor or other worker for purposes of conducting physical work in the Premises, whether in connection with Tenant’s Work or otherwise, if such employment will, in Landlord’s reasonable judgment, interfere or cause conflict with other contractors, subcontractors or workers in the Building. Section 5.5 At Tenant’s request, Landlord will join in any applications for any authorizations required from any Authority in connection with Tenant’s Work (to which Landlord has consented, if required pursuant to this Article), and otherwise cooperate with Tenant in connection with Tenant’s Work, but Landlord will not be obligated to incur any expense or obligation in connection with any such applications or cooperation. Section 5.6 Tenant will not place a load on any floor of the Premises exceeding the floor load per square foot which the floor was designed to carry and which is allowed by any Law. Section 5.7 On or before the Expiration Date, Tenant will, at Tenant’s expense, remove from the Premises and the Building (a) Tenant’s trade fixtures, equipment and personal property which are removable without material damage to the Premises or the Building (“Tenant’s Property”), and (b) any Tenant’s Work which is not an ordinary nonstructural office installation and which Landlord designates for removal in a notice given by Landlord to Tenant on or before the date which is 90 days prior to the Fixed Expiration Date (or five days prior to the Earlier Expiration Date, if applicable), and repair any damage to the Premises or the Building caused by the installation or removal of Tenant’s Property or Tenant’s Work. If, at the time Tenant requests Landlord’s consent to Tenant’s Plans, Tenant requests Landlord to designate the portions of Tenant’s Work which must be removed pursuant to this Section, Landlord will make that designation on the date Landlord gives Landlord’s consent to Tenant’s Plans. Except as expressly provided in this Section, Tenant’s Work will not be removed and will, on the Expiration Date, become the property of Landlord. Any Tenant’s Property or Tenant’s Work (which Tenant was required to remove) which is not removed by Tenant by the Expiration Date will be deemed abandoned and may, at Landlord’s option, be retained as Landlord’s property or disposed of by Landlord at Tenant’s expense.

Tenant’s Work. Section 5.1 Except Tenant hereby acknowledges that Tenant is currently in possession of the Initial Premises and, without limiting any of the Landlord's obligations relating to the maintenance and repair of the Premises under this Lease, Tenant accepts the Initial Premises in their current "as-is" condition as may be expressly provided in of the date of this leaseLease. Notwithstanding the foregoing, Tenant shall not replace any fixtures have the right, at Tenant's sole cost and expense (subject to Landlord's contribution of such portion of the Tenant Improvement Allowance that may be designated by Tenant for inclusion in the Existing Premises or make any changesAllowance, improvementsfrom time to time, in accordance with Section 3.1 of this Tenant Work Letter), to construct certain alterations or additions and improvements to the Premises as more particularly described from time to time in the Approved Working Drawings (collectively, the “Tenant’s WorkTenant Improvements”), as such Approved Working Drawings are to be developed by Tenant in accordance with this Section 4 of this Tenant Work Letter (with all of the Premises, work of construction of the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructuralTenant Improvements, and (b) does not (i) affect any part all related demolition, mitigation of noise, fumes and dust in occupied portions of the Real Property outside Premises and other incidental work to be performed by or for Tenant pursuant to this Tenant Work Letter, sometimes collectively referred to herein as the "Existing Premises (including Work"); provided, however, that the Building roof) or Existing Premises Work excludes any and all alterations and improvements to the exterior of the Premises, (ii) affect any structural element Buildings included in the Basis of Design of the BuildingSite Modernization/Beautification Work (as such terms are defined in Exhibit B-4 to this Lease), (iii) adversely affect any Building system, or (iv) require an amendment all of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is which are to be performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Site Modernization/Beautification Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant Letter attached as Exhibit B-4 to this ArticleLease. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, andEXHIBIT B-1 .

Tenant’s Work. Section 5.1 Except All work within the scope of the normal construction trades employed in the Building, including, but not limited to, furnishing and installing of telephones cable, data equipment and cable, furniture, and office equipment, shall be furnished and installed by Tenant at Tenant's expense. Tenant shall adopt a work schedule in conformance with the schedule of Landlord's contractors and conduct its work in such a manner as to maintain harmonious labor relations and as not to interfere unreasonably with or delay the work of Landlord's contractors. Tenant's contractors, subcontractors, and labor shall be acceptable to and approved by Landlord and shall be subject to the administrative supervision of the Landlord as it may be expressly provided require to maintain building standard quality or construction schedule. Tenant shall use its best efforts to ensure that Tenant's contractors, subcontractors, and laborers follow the administrative supervision of Landlord and conform in this leaseall ways to the Landlord's Rules and Regulations. If Tenant's contractors fail to conform to Landlord's administrative supervision or Landlord's Rules and Regulations and in doing so damage the Premises or the common areas of the building, Tenant shall not replace any fixtures in be responsible for the cost to repair such damage. Landlord shall give access and entry to the Premises or make any changesto Tenant and its contractors and reasonable opportunity and time and reasonable use of facilities to enable Tenant to adapt the Premises for Tenant's use; provided, improvementshowever, alterations or additions (collectively, “Tenant’s Work”), that if such entry is prior to the Commencement Date, such entry shall be subject to all terms and conditions of the Lease except the payment of rent. EXHIBIT "D" TENANT LEASE ESTOPPEL CERTIFICATE --------------------------------- Landlord: Affiliated Equities Real Estate Limited Partnership -------- Tenant: ------ _____________________________________________ Premises, : -------- _____________________________________________ Area: ---- _________________________Sq.Ft. Lease Date:_______ The undersigned Tenant under the above-referenced lease (the "Lease") hereby ratifies the Lease and certifies to Affiliated Equities Real Property, Estate Limited Partnership ("Landlord") as owner of the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work real property of which the premises demised under the Lease (athe "Premises") is nonstructurala part, and (b) does not (i) affect any part as follows: 1. That the term of the Real Property outside Lease commenced on _________, 20__ and the Tenant is in full and complete possession of the Premises (including demised under the Building roof) or the exterior Lease and has commenced full occupancy and use of the Premises, (ii) affect any structural element such possession having been delivered by Landlord and having been accepted by the Tenant. 2. That the Lease calls for monthly rent installments of $___________ to date and that the Tenant is paying monthly installments of rent of $___________ which commenced to accrue on the _____ day of _________, 20__. 3. That no advance rental or other payment has been made in connection with the Lease, except rental for the current month. There is no "free rent" or other concession under the remaining term of the BuildingLease, (iii) adversely affect and the rent has been paid to and including ______________, 20__. 4. That a security deposit in the amount of $____________ is being held by Landlord, which amount is not subject to any Building systemset off or reduction or to any increase for interest or other credit due to Tenant. 5. That all obligations and conditions under said Lease to be performed to date by Landlord or Tenant have been satisfied, free of defenses and set-offs including all construction work in the Premises. 6. That the Lease is a valid lease and in full force and effect and represents the entire agreement between the parties; that there is no existing default on the part of Landlord or (iv) require an amendment the Tenant in any of the certificate of occupancy for the Premises or the Buildingterms and conditions thereof and no event has occurred which, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions passing of this lease. Tenant’s Work shall be performedtime or giving of notice or both, at Tenant’s expense, with diligence when started so as to promptly complete it in a good would constitute an event of default; and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractorsaid Lease has: (iInitial One) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work( ) not been amended, andmodified, supplemented, extended, renewed or assigned.

Tenant’s Work. Section 5.1 Except as may be expressly (a) All work with respect to the Premises that is not provided in this leaseSection 3.1 hereof to be done by Landlord shall be performed by Tenant (hereinafter called "Tenant's Work") necessary to create a two level, Tenant first class, fully functional, performance hall with a capacity of approximately 2,800 spectators in a combination of portable and permanent seating (but not less than 2,500 spectators in a combination of portable and permanent seating). Tenant's Work shall not replace any fixtures include construction of the following items to the extent, and in the manner, provided for in the Tenant's Plans (as hereinafter defined): finished floors and finished ceilings, utility service hook-ups and distribution, construction of a performance stage, the installation of house lights and all life safety equipment and systems, the installation of a sound and lighting system that is appropriate for the use of the Premises as a first class live performance hall, the installation of any acoustic features selected by Tenant, the construction and installation of bathrooms, the construction of all doorways and exits, the construction of a box office, the construction of all appropriate "back of the house" facilities, such as a green room (or make any changes, improvements, alterations or additions (collectively, “Tenant’s Work”a space that is capable of being utilized as a green room), dressing rooms (with bathroom and shower facilities), bus parking areas, and loading docks and service areas, the construction of all appropriate "front of the house" facilities, such as sound board areas and lighting control boards, the construction of adequate storage areas, HVAC installation and distribution, sprinkler system installation, the construction of all interior partitions, finished walls, appropriate staircases and vertical transportation sufficient to serve the Premises, the Real Propertyinstallation of grease traps (at Tenant's election), service bar facilities and kitchen facilities, the Building systemsinstallation of all interior and exterior signage, or any part thereofincluding a theater style marquee sign, without the installation of all storefronts, fire exits and fire stairways, the construction of the demising wall of the Premises that is closest to ▇▇▇▇▇ Street (including the construction of both sides of such demising wall, from the floor of the first floor of the Premises, to the underside of the roof of the Premises), the construction of a permanent riser system on the second floor of the Premises, the acquisition and installation of a portable riser system on the first floor of the Premises (at Tenant's election), the installation of a service elevator that connects the first and second floors of the Premises to the storage area of the Premises located beneath ▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if Tenant’s Work (a) is nonstructural▇ Street, and the acquisition and installation of the Excluded Personal Property. Tenant shall do and perform at its expense all Tenant's Work diligently and in accordance with the provisions herein. (b) does not Tenant's Work shall be performed in accordance with Applicable Law, to the end that the Premises is in material compliance with Applicable Law on the Commencement Date. In connection with the Premises: (i) affect any part Tenant shall, in accordance with Applicable Law, satisfy and comply with, in all material respects, the requirements of (x) the Real Property outside Americans with Disabilities Act applicable to the Premises (including the Building roofregulations issued thereunder) and (y) the Texas Architectural Barriers Act applicable to the Premises (including the regulations issued thereunder), as each may be amended from time to time (except to the extent that such laws, regulations or the exterior of amendments are not applicable to the Premises, or Tenant's operations thereat); and (ii) affect any structural element of the BuildingTENANT HEREBY INDEMNIFIES THE CITY AND LANDLORD FOR ANY AND ALL CLAIMS AND LIABILITIES ARISING OUT OF TENANT'S FAILURE TO SATISFY THE ABOVE DESCRIBED REQUIREMENTS (i.e., (iii) adversely affect any Building system, or (iv) require an amendment of the certificate of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayedAMERICANS WITH DISABILITIES ACT AND TEXAS ARCHITECTURAL BARRIERS ACT). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior of the Premises, carpeting, and installation of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at the expiration of the Term (or the sooner termination of this lease in accordance with its provisions) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, at Tenant’s expense, deliver to Landlord detailed plans and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and

Tenant’s Work. Section 5.1 Except as may be expressly provided in this lease, (a) Tenant shall not replace be solely responsible for the construction, at its cost, of any fixtures in improvements to the Premises or Property that it elects to make any changes, improvements, alterations or additions during the Term (collectively, “Tenant’s Work”), . Tenant shall have the right to the Premises, the Real Property, the Building systems, or any part thereof, without ▇▇▇▇▇▇▇▇’s prior consent. Landlord’s consent shall not be unreasonably withheld or delayed if complete Tenant’s Work (a) is nonstructural, and (b) does not without the prior consent of Landlord provided that (i) affect any part no Event of the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesDefault has occurred and is then continuing, (ii) affect any structural element of Tenant constructs the BuildingTenant’s Work in accordance with the Site Plan, the Permitted Exceptions and all applicable governmental approvals and permits, (iii) adversely affect the Tenant’s Work does not involve any Building systemstructural alteration of the existing Premises, or and (iv) require an amendment except in case of the certificate emergency, Tenant delivers written notice of occupancy for the Premises or the Building, ( c) is not visible outside the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of planned Tenant’s Work as are cosmetic alterations at least thirty (30) days prior to commencing the Tenant’s Work including with such as painting notice a copy of any and all relevant plans, specifications and working drawings. (b) In the interior event Tenant performs any Tenant’s Work hereunder, Landlord shall cooperate with Tenant and assist Tenant in Tenant’s efforts to obtain Tenant’s Building Permits (including signing any applications) and an unconditional permanent certificate of occupancy, or the Premises, carpeting, and installation local equivalent thereof (the “Certificate of shelving and display cases) inside the Premises (“Cosmetic AlterationsOccupancy”), provided Tenant complies reimburses Landlord for the reasonable out-of-pocket costs and expenses incurred by Landlord in connection with such cooperation, and provided, further, any applications or other documents to be signed by Landlord are in form and substances reasonably acceptable to Landlord. (c) So long as Tenant makes payments of Fixed Rent and Additional Charges required under this Lease the other applicable provisions of this lease. failure to perform or complete any Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials within any specified period of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises time shall not result in noise and/or odors being transmitted outside be deemed an Event of Default hereunder. Notwithstanding the Premises. foregoing, any Tenant’s Work undertaken by Tenant shall be fully paid for diligently pursued to completion by Tenant when payment is due Tenant, and shall not be financed with in any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. Tenant’s Work event shall be deemed, upon installation, to be improvements and betterments that become the property of Landlord at installation, and shall remain upon and be surrendered with the Premises, at completed before the expiration of the Term Lease Term. (or the sooner termination of this lease in accordance with its provisionsd) unless Landlord notifies Tenant in accordance with the provisions of this Article that Landlord relinquishes its rights thereto, in which case Tenant shall be obligated indemnify, protect, defend and hold Landlord and its agents, contractors, and employees harmless from and against all damages, suits, losses, costs, expenses, claims, and causes of action relating to remove such any liens for labor and materials for any work on the Property undertaken by or for Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, . Tenant shall, at Tenant’s its own expense, deliver to Landlord detailed plans and specificationsdefend all actions brought against Landlord, its contractors, agents or employees, for Tenant’s Workwhich Tenant is or may be responsible for indemnification hereunder, in form reasonably satisfactory to Landlord, prepared, certified, signed and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form legal counsel reasonably acceptable to LandlordLandlord and if Tenant fails to do so, Landlord (at its option, but without being obligated to do so) evidencing may, at the following insurance coverages from each contractor expense of Tenant and subcontractor: (i) worker’s compensation insurance covering upon notice to Tenant, defend such actions, and Tenant shall pay and discharge any and all persons to be employed in judgments that arise therefrom. This Section shall survive the performance expiration or earlier termination of any Tenant’s Work, andthis Lease.

Tenant’s Work. (1) Landlord shall also perform all work described in Exhibit C attached hereto ("Tenant's Work"). All such Tenant's Work shall be promptly and diligently completed in accordance with the terms of this Section 5.1 Except 25, and in strict compliance with zoning, building and other applicable codes, laws and ordinances. The cost of Tenant's Work shall be borne by Landlord and/or Tenant as follows: Landlord shall pay for the initial $85 per square foot (i.e. an aggregate of $4,250,000) of Tenant's Work ("Landlord's Contribution ") and Tenant shall, in accordance with such timing and procedures as Landlord may be expressly provided reasonably designate, pay all sums in this lease, excess thereof. (2) Tenant shall not replace any fixtures in promptly famish Landlord with proof that Tenant has: (i) complied with Landlord's timing and procedures with respect to the Premises or make any changes, improvements, alterations or additions funding of its share of the costs of Tenant's Work; and (collectively, “ii) deposited into an account under Landlord's control (the "Tenant’s Work”'s Construction Contribution Account") the entire amount Tenant reasonably estimates is necessary to perform Tenant's Work (the "Tenant's Contribution Funds"), co-terminus with application of Landlord's Contribution. The Tenant's Contribution Funds shall be used solely to pay for the Premises, construction and performance of the Real Property, the Building systemsTenant's Work pursuant to this Lease. Tenant agrees that if an "Event of Default" occurs under this Lease, or if Landlord elects to do so in connection with performing Tenant's Work as set forth in Section 25(b)(1) above, Landlord may: (A) Enter upon the Demised Premises and take possession of any part thereofmaterials or equipment, without ▇▇▇▇▇▇▇▇’s prior consentand construct, perform and complete the Tenant's Work, at the risk and expense of Tenant. Landlord’s consent Landlord shall have the right at any time to discontinue work commenced by it in respect of the Tenant's Work or to change any course of action undertaken and shall not be unreasonably withheld bound by any limitations or delayed if requirements of time. In connection with any construction of the Tenant’s 's Work (a) is nonstructuralundertaken, and (b) does not Landlord may (i) affect engage contractors, engineers and others for the purpose of furnishing labor, materials and equipment in connection with any part construction of the Real Property outside the Premises (including the Building roof) or the exterior of the PremisesTenant's Work, (ii) affect any structural element cause to be paid, settled or compromised, out of the BuildingTenant's Construction Contribution Account, (iii) adversely affect any Building system, all bills or (iv) require an amendment of claims which may become liens against the certificate of occupancy for the Demised Premises or the BuildingTenant's Work, ( c) is not visible outside or which have been or may be incurred in connection with the Premises and (d) is performed only by contractors and subcontractors first approved by Landlord (which approval shall not be unreasonably withheld or delayed). ▇▇▇▇▇▇▇▇’s consent shall not be required with respect to such of Tenant’s Work as are cosmetic alterations (such as painting the interior construction, completion and/or performance of the Premises, carpeting, and installation Tenant's Work or for the discharge of shelving and display cases) inside the Premises (“Cosmetic Alterations”), provided Tenant complies with the other applicable provisions of this lease. Tenant’s Work shall be performed, at Tenant’s expense, with diligence when started so as to promptly complete it in a good and worker-like manner using new materials of first class quality and in compliance with this lease, all Laws and Tenant’s Plans (as defined in Section 5.2) as approved by Landlord. As part of Tenant’s Work, Tenant shall soundproof the Premises and install appropriate ventilation if required so that Tenant’s use of the Premises shall not result in noise and/or odors being transmitted outside the Premises. Tenant’s Work shall be fully paid for by Tenant when payment is due and shall not be financed with any conditional sales or title retention agreements or by the granting of any security interests, liens, encumbrances or financing statements. defects in the title of the Demised Premises or the Tenant’s Work shall be deemed's Work, upon installationand (iii) take such action or refrain from acting under this Lease as Landlord may in its sole discretion from time to time determine without limitation. (B) Employ watchmen at Tenant's expense, out of the Tenant's Construction Contribution Account, to be improvements and betterments that become protect the property of Landlord at installationTenant's Work, and shall remain upon and be surrendered with including any building materials stored on the Demised Premises, from depreciation or injury, (C) For the purpose of carrying out this Section 25 and exercising these rights, powers and privileges, Tenant hereby irrevocably constitutes and appoints Landlord as its true and lawful attorney-in-fact to execute, acknowledge and deliver any instruments and do and perform any acts such as are referred to in this Section 25 in the name and on behalf of Tenant. (D) Exercise any other remedies provided under this Lease or applicable law or in equity, any and/or all of which remedies Landlord may exercise concurrently or consecutively at any time. (3) At such time as Landlord or Tenant shall have received the expiration requisite approvals from any municipality or governmental agency having jurisdiction over the completion of the Term Tenant's Work, such party hereto shall provide such documentation to the other party hereto. (or the sooner 4) The provisions of this Section 25 shall survive any termination of this lease Lease. (5) Tenant's Plans," prepared in accordance conformity with its provisionsExhibit C attached hereto, and containing a layout for Tenant's intended use of the Demised Premises and exterior sign drawing, are included in the Building Plans in Exhibit B. (6) unless Landlord notifies Tenant shall not install any fixtures or equipment which can exceed the capacity of any utility facilities serving the Demised Premises. Any additional utility facilities required in accordance connection with the provisions of this Article that Landlord relinquishes its rights thereto, in which case any equipment installed by Tenant shall be obligated to remove such Tenant’s Work. Section 5.2 Prior to commencing any Tenant’s Work other than purely Cosmetic Alterations, Tenant shall, installed at Tenant’s expense, deliver to Landlord detailed plans 's expense and specifications, for Tenant’s Work, in form reasonably satisfactory to Landlord, prepared, certified, signed shall comply with all applicable code requirements and sealed by an architect or engineer licensed to practice in the State of New York, and suitable for filing with the applicable Authority, if filing is required by applicable Laws (such plans and specifications together with revisions thereto, collectively, “Tenant’s Plans”), and obtain which are approved in writing by Landlord’s approval of ▇▇▇▇▇▇’s Plans. ▇▇▇▇▇▇▇▇’s approval of ▇▇▇▇▇▇’s Plans shall not be unreasonably withheld or delayed to the extent ▇▇▇▇▇▇▇▇’s consent to ▇▇▇▇▇▇’s Work shown on Tenant’s Plans is not to be unreasonably withheld or delayed pursuant to this Article. Before commencing Tenant’s Work, Tenant shall (a) obtain (and deliver to Landlord copies of) all required permits and authorizations of any Authority for such work, and (b) deliver to Landlord such security as shall be reasonably satisfactory to Landlord, and (c) deliver to Landlord certificates (in form reasonably acceptable to Landlord) evidencing the following insurance coverages from each contractor and subcontractor: (i) worker’s compensation insurance covering all persons to be employed in the performance of any Tenant’s Work, and.