Common use of Alterations, Additions, and Improvements Clause in Contracts

Alterations, Additions, and Improvements. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed, except that only prior notice and a description of and plans for the work (but no approval) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and that does not require a permit with respect to the building's structure or mechanical, electrical, or other building systems. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, or floor slabs), (ii) in any respect be incompatible with the electrical or mechanical components or systems of the Building, (iii) affect space or areas around the Building (including the exterior of the Building), (iv) diminish the value of the Premises for the Permitted Uses, or (v) require any unusual expense to re-adapt the Premises for the Permitted Uses. Tenant shall procure at Tenant's sole expense all necessary permits and licenses before undertaking any work on the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans, copies of all construction contracts and proof of payment for all labor and materials.

Alterations, Additions, and Improvements. (a) Tenant shall not make or allow to be made any installations, alterations, additions, additions or improvements in or to the Leased Premises without first obtaining the written consent of Landlord. ▇▇▇▇▇▇▇▇’s consent will not be unreasonably withheld or delayed with respect to proposed alterations, additions or improvements which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and do not adversely affect the Building and its mechanical, telecommunication, electrical. HVAC and life safety systems; (iii) will not affect the structural or exterior portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, ▇▇▇▇▇▇▇▇’s right of consent shall encompass plans and specifications for the proposed alterations, additions or improvements, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations, additions or improvements, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information reasonably requested by Landlord in connection with ▇▇▇▇▇▇’s request for consent hereunder. (b) Any consent given by Landlord under this Section 5.7 shall be deemed conditioned upon: (i) Tenant acquiring all applicable permits required by governmental authorities; (ii) Tenant furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations, additions and improvements permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord and in strict accordance with plans and specifications approved by Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics’, materialmen’s and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. Landlord may require, at its sole option, that Tenant provide to Landlord, at Tenant’s expense, a lien and completion bond in an amount equal to the total estimated cost of any alterations, additions or improvements to be made in or to the Leased Premises, to protect Landlord against any liability for mechanics’, materialmen’s and other liens and claims, and to ensure timely completion of the work. In the event any alterations, additions or improvements to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a fifteen percent (15%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant’s agreement to remove them, or (ii) if Tenant did not provide a Removal Determination Request (as defined below), Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date, remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements, ordinary wear and tear excepted. Prior to making any alterations, additions or improvements to the Leased Premises, Tenant may make a written request that Landlord determine in advance whether or not Tenant must remove such alterations, additions or improvements on or prior to the Term Expiration Date or any earlier termination of this Lease (‘‘Removal Determination Request”). Notwithstanding anything to the contrary set forth above, this clause shall not apply to movable equipment or furniture owned by Tenant. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant’s movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. (e) All alterations, additions and improvements permitted under this Section 5.7 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with “as built” drawings for any alterations, additions or improvements performed under this Section 5.7. (f) Notwithstanding anything in this Lease to the contrary, Tenant shall construct all alterations, additions and improvements and perform all repairs and maintenance under this Lease (all contractors to be approved in writing in advance by Landlord or, at ▇▇▇▇▇▇▇▇’s option, designated by Landlord; without limiting the generality of the foregoing. Tenant specifically acknowledges and agrees that Landlord may require any contractors to be union members and may withhold approval of such contractors in the event the use of the same would, in Landlord’s reasonable judgment, violate the terms of any agreement between Landlord and any union providing work, labor or services at the Project or disturb labor harmony with the workforce or trades engaged in performing other work, labor or services at the Project) in conformance with any and all applicable laws, including, without limitation, pursuant to a valid building permit issued by the applicable municipality, in conformance with Landlord’s construction rules and regulations. (g) Tenant shall have the right to install a wireless intranet, internet, and communications network (also known as “Wi-Fi”) within the Leased Premises for the use of Tenant and its employees (the “Network”) subject to this subsection and all the other clauses of this Lease as are applicable. Tenant shall not solicit, suffer, or permit other tenants or occupants of the Building to use the Network or any other communications service, including, without limitation, any wired or wireless internet service that passes through, is transmitted through, or emanates from the Leased Premises. Tenant agrees that Tenant’s communications equipment and the communications equipment of Tenant’s service providers located in or about the Leased Premises, including, without limitation, any apertures in the wallsantennas, partitionsswitches, ceilings or floorsother equipment (collectively, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed, except that only prior notice and a description of and plans for the work (but no approval“Tenant’s Communications Equipment”) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and of a type and, if applicable, a frequency that does will not require a permit with respect to the building's structure or mechanicalcause radio frequency, electricalelectromagnetic, or other building systems. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform interference to any work in other party or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect equipment of any structural component of the Building (other party including, without limitation, exterior wallsLandlord, exterior windows, core walls, columns, roofsother tenants, or floor slabs), (ii) in any respect be incompatible with the electrical or mechanical components or systems occupants of the BuildingBuilding or any other party. In the event that ▇▇▇▇▇▇’s Communications Equipment causes or is believed to cause any such interference, (iii) affect space or areas around the Building (including the exterior upon receipt of the Building), (iv) diminish the value notice from Landlord of the Premises for the Permitted Uses, or (v) require any unusual expense to re-adapt the Premises for the Permitted Usessuch interference. Tenant shall procure will take all steps necessary, at Tenant's ▇▇▇▇▇▇’s sole expense all necessary permits cost and licenses before undertaking any work on expense, to correct and eliminate the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirementsinterference. If any notice of contract the interference is not eliminated within 24 hours (or lien is placed on the Property arising a shorter period if ▇▇▇▇▇▇▇▇ believes a shorter period to be appropriate) then, upon request from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement shut down the Tenant’s Communications Equipment pending resolution of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance the interference, with the approved plans exception of intermittent testing upon prior notice to and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement approval of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans, copies of all construction contracts and proof of payment for all labor and materialsLandlord.

Alterations, Additions, and Improvements. (a) Tenant shall not permit the Leased Premises to be used for any purpose other than that stated in Section 2.2 hereof, or make or allow to be made any installations, alterations, additions, physical additions or improvements in or to the Leased Premises, includingor place signs on or in the Leased Premises which are visible from outside the Leased Premises, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion first obtaining the prior written consent of Landlord, Landlord (which consent shall may be withheld in Landlord's sole discretion). Notwithstanding the foregoing, Landlord will not be unreasonably withheld withhold its consent to alterations, physical additions or delayed, except that only prior notice and a description of and plans for the work (but no approval) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and that does not require a permit with respect changes to the building's structure or Leased Premises that do not adversely affect the Building structural, mechanical, electrical, plumbing, heating, ventilating, air conditioning, life safety or other building base Building improvements or systems. Any , provided such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment changes (i) in any manner affect any structural component are not visible from the exterior of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, Leased Premises or floor slabs)the Building, (ii) in any respect be incompatible with the electrical or mechanical components or systems of the Building, (iii) do not affect space or areas around the Building (including the exterior of the Building), the structure of the Building or any public areas of the Project, (iii) do not violate any provision of this Lease, (iv) diminish the value of the Premises for the Permitted Usesdo not violate any Legal Requirements, or and (v) require will not interfere with the use and occupancy of any unusual expense other portion of the Project by any other tenant or occupant of the Project or the Complex. If Landlord consents to re-adapt the Premises said alterations, improvements, or additions, or placement of signs, Landlord may impose such conditions with respect thereto as are reasonably appropriate, including without limitation, requiring Tenant to furnish Landlord with security for the Permitted Usespayment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work, plans and specifications, and permits for such work. Tenant's plans and specifications and construction means and methods shall be subject to Landlord's written approval. Tenant shall procure furnish to Landlord any documents and information requested by Landlord in connection with the exercise of its rights hereunder. Landlord may hire outside consultants to review such documents and information furnished to Landlord and Tenant shall reimburse Landlord for the cost thereof, including reasonable attorneys' fees, upon demand. (b) The work necessary to make any permitted alterations, improvements, or additions to the Leased Premises shall be done at Tenant's sole expense all necessary permits and licenses before undertaking by contractors approved in writing by Landlord (each such contractor hereinafter referred to as an "Outside Contractor") or, at Landlord's election, ------- ---------- by Landlord (without cost or expense to Landlord). If Landlord performs any work on the Property and shall perform all such work, upon completion of such work Tenant shall pay Landlord a fee for Landlord's supervision and administration of such work equal to ten percent (10%) of the cost of such work. All work performed by an Outside Contractor shall be performed in a good and workmanlike manner employing materials and in compliance with all Legal Requirements, Landlord's requirements, the provisions of good quality this Section 5.5 and all applicable Project Rules. Tenant shall give Landlord at least ten (10) days prior written notice before the commencement of any work pursuant to this Section 5.5. Additionally, it shall be Tenant's responsibility to ensure that the Outside Contractor shall (i) conduct its work in such a manner so as not to conform unreasonably interfere with any other construction occurring on or in the Project or the Complex or with the transaction of business in the Project and in the Complex; (ii) comply with such reasonable rules and regulations applicable to all applicable zoningwork being performed in the Project as may be promulgated from time to time by Landlord; (iii) maintain such insurance and bonds in full force and effect as may be reasonably requested by Landlord or as required by Legal Requirements; and (iv) be responsible for reaching agreement with Landlord as to the terms and conditions for all contractor items relating to conducting its work. As a condition precedent to Landlord's approving the Outside Contractor pursuant hereto, buildingTenant and the Outside Contractor shall deliver to Landlord such assurances or instruments as Landlord may reasonably require to evidence the Outside Contractor's compliance or agreement to comply with the provisions of clauses (i), fire(ii), health (iii), and other codes, regulations, ordinances (iv) of this subsection (b). Landlord retains the right to make periodic inspections to assure conformity of the work of the Outside Contractor with the aforementioned rules and laws regulations and with the plans and specifications approved by Landlord. Within thirty (30) days after substantial completion of any work by Tenant, Tenant, at Tenant's cost and expense, shall furnish Landlord "as-built" drawings of such work and shall cause the architect(s) and/or engineer(s) that performed in connection with the work to prepare a report, in form and substance acceptable to Landlord, for the benefit of Landlord, certifying to the compliance of the work constructed by any Outside Contractor with the plans and specifications approved by Landlord. Each Outside Contractor shall not perform and, upon the request of Landlord, whether written or oral, each Outside Contractor shall cease to perform, any activity that is disruptive to the conduct of business within the Project or Complex or other tenants or occupants of the Project or Complex. (c) Any and all applicable insurance requirementssuch alterations, physical additions or improvements, when made to the Leased Premises by Tenant or on Tenant's behalf, shall at once become the property of Landlord and shall be surrendered to Landlord upon the termination of this Lease by lapse of time or otherwise; provided, however, this sentence shall not apply to movable equipment or furniture owned by Tenant. If Tenant fails to remove such movables upon termination of this Lease, Landlord may have the same removed and any resulting damage repaired at Tenant's expense. In such event, such movables will automatically become the property of Landlord and may be disposed of by Landlord in its sole discretion, without any right of reimbursement therefor to Tenant. (d) Tenant shall not allow any liens to be filed against the Leased Premises or the Project in connection with the installation of Tenant's improvements in, or any repair or alteration work to, the Leased Premises performed by Tenant or an Outside Contractor. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approvalsuch liens shall be filed, Tenant shall thereafter furnish cause the same to be released within five (5) days after the filing thereof by bonding or other method acceptable to Landlord; provided, however, this sentence shall not apply to movable equipment or furniture owned by Tenant. If Tenant shall fail to timely cancel or discharge said lien or liens as required above, Landlord, at its sole option, may cancel or discharge the same and Tenant shall pay to Landlord prior upon demand, Landlord's cost thereof plus a charge equal to commencement fifteen percent (15%) of such costs for administrative cost recovery. Upon completion of any such work a bond or other security acceptable work, Tenant shall deliver to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans evidence of payment, contractors' affidavits and specifications full and that final waivers of all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on liens for, labor, services, or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualtymaterial. Tenant shall indemnify and hold harmless Landlord from all injurylosses, losscosts, damages, claims and expenses (including attorneys' fees and costs of suits), liabilities or damage causes of action arising out of or relating to any person alterations, additions or property improvements that Tenant or any Outside Contractor makes to the Leased Premises, including any occasioned by the filing of any mechanic's, materialman's, construction or other liens or claims (and all costs or expenses associated therewith) asserted, filed or arising out of any such work. Landlord may inspect All materialmen, contractors, artisans, mechanics, laborers and other parties hereafter contracting with Tenant for the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion furnishing of any such worklabor, services, materials, supplies or equipment with respect to any portion of the Leased Premises are hereby charged with notice that they must look solely to Tenant for payment of same and Tenant's purchase orders, contracts and subcontracts in connection therewith must clearly state this requirement. Landlord shall have the right at all times to post and keep posted on the Leased Premises any notices permitted or required by Legal Requirements, or that Landlord shall deem proper for the protection of Landlord, the Leased Premises, the Project and any other party having an interest therein, from liens. Without limiting the generality of the foregoing, Tenant shall provide repair or cause to be repaired at its expense all damage caused by any Outside Contractor, its subcontractors or their employees. Tenant shall reimburse Landlord for any costs incurred by Landlord to repair any damage caused by any Outside Contractor or any costs incurred by Landlord in requiring any Outside Contractor's compliance with "as built" plansthe rules and regulations. Additionally, copies of Tenant shall reimburse Landlord for the reasonable costs Landlord may incur to have an engineer review all construction contracts mechanical, structural, electrical, plumbing and proof of payment for all labor and materialslife safety systems installed by any Outside Contractor. (e) Tenant agrees specifically that no food, soft drink or other vending machine will be installed within the Leased Premises without Landlord's prior written approval, which approval shall not be unreasonably withheld.

Alterations, Additions, and Improvements. Tenant shall not make any installations, No alterations, additions, or improvements in or (“Alterations”) shall be made to the Premises, including, Premises by Tenant without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld withheld, conditioned or delayed; provided, except however, that only Tenant, without Landlord’s prior notice and a description of and plans for the work (written consent, but no approval) shall be required for any interior work costing upon not less than ten (10) business days prior written notice to Landlord, may make Alterations (including removal and rearrangement of prior Alterations) which (a) do not adversely affect any systems or equipment of the Building, Lot 1 or the Project, (b) do not adversely affect the structural integrity or any structural components of the Building, Lot 1 or the Project, and (c) do not involve the expenditure of more than Seventy-Five Thousand and No/100 Dollars ($50,000 75,000.00) in the aggregate during any twelvetwelve (12) month period. As a condition to Landlord’s obligation to consider any request for consent hereunder, Tenant hereby agrees to pay Landlord upon demand for the reasonable out-month period of-pocket third party costs and expenses of consultants, engineers, architects and others for reasonable review of plans and specifications and for monitoring the construction of any proposed Alterations. Landlord may require Tenant to remove any such Alterations at the expiration or sooner termination of the Lease Term and to restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof by providing written notice to Tenant at the time Landlord responds to Tenant’s request for Landlord’s consent to the Alteration. If Landlord states in its response that does it will not require a permit with respect removal, then Tenant shall not be required to remove the applicable Alterations. All Alterations to be made to the building's structure or mechanical, electrical, or other building systems. Any such work so Premises shall be designed by and made under the supervision of a California licensed architect and/or California licensed structural engineer (each of whom has been approved by Landlord Landlord, with such approval not being unreasonably withheld, conditioned or delayed) and shall be performed only made in accordance with plans and specifications therefor which have been furnished to and approved by Landlord in writing prior to commencement of work. All Alterations shall be constructed and installed, at the sole cost and expense of Tenant, by California licensed contractors approved by Landlord, in compliance with the terms and conditions of the Work Letter, including but not limited to the “Specifications” and “Requirements” set forth in Schedules One and Two thereof, along with all applicable laws and any relevant LEED Certification Requirements, and in good and workmanlike manner, and shall have been approved in writing by the City of Sunnyvale and any other applicable governmental agencies, to the extent such approval is required. Subject to Landlord’s right to require Tenant to remove Alterations in accordance with this Section 6.03 (in which case Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building (retain ownership thereof), all Alterations, including, without limitation, exterior wallsall lighting, exterior windowselectrical, core wallsheating, columnsventilation, roofsair conditioning and full height partitioning, or floor slabs)drapery and carpeting installations made by Tenant, (ii) in any respect be incompatible together with the electrical or mechanical components or systems all property that has become an integral part of the BuildingPremises, (iii) affect space shall not be deemed trade fixtures and shall become the property of Landlord at the expiration or areas around the Building (including the exterior sooner termination of the Building), (iv) diminish the value of the Premises for the Permitted Uses, or (v) require any unusual expense to re-adapt the Premises for the Permitted UsesLease. Tenant shall procure at Tenant's sole expense retain title to all necessary permits furniture and licenses before undertaking any work on the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is trade fixtures placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paidPremises. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord Within thirty (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,00030) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon days after completion of any such workAlterations, Tenant shall provide Landlord with "(A) a complete set of both hard copies and CAD drawings of “as built" plans” plans for such Alterations, copies and (B) a statement of all final costs of design, demolition, construction contracts and proof installation of payment for all labor and materialssuch Alterations.

Alterations, Additions, and Improvements. Tenant shall not make any installations, No alterations, additions, or improvements in or (“Alterations”) shall be made to the Premises, including, Premises by Tenant without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld withheld, conditioned or delayed; provided, except however, that only Tenant, without Landlord’s prior notice and a description of and plans for the work (written consent, but no approval) shall be required for any interior work costing upon not less than ten (10) business days prior written notice to Landlord, may make Alterations (including removal and rearrangement of prior Alterations) which (a) do not affect any systems or equipment of the Building, Lot 1 or the Project, (b) do not affect the structural integrity or any structural components of the Building, Lot 1 or the Project, and (c) do not involve the expenditure of more than One Hundred Thousand and No/100 Dollars ($50,000 100,000.00) in the aggregate during any twelvetwelve (12) month period. As a condition to Landlord’s obligation to consider any request for consent hereunder, Tenant hereby agrees to pay Landlord within thirty (30) days after receipt of written demand (and receipt of reasonable supporting backup documentation) for the reasonable out-month period of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. In addition, if Landlord’s consent is required and is granted as to any Alterations, then Tenant, within ten (10) days after Tenant executes a construction contract for such Alterations, and as a condition precedent to the commencement of such Alterations if and only to the extent that does they require a building permit, shall pay to Landlord a construction management fee in an amount equal to one percent (1.0%) of all costs of design, demolition, construction and installation of such Alterations (the “Landlord Supervision Fee”), the amount of which Landlord Supervision Fee shall be (i) initially based upon reasonable estimates of such costs, (ii) subject to verification by Landlord, and (iii) further subject to adjustment as provided below. Landlord may require Tenant to remove any such Alterations at the expiration or sooner termination of the Lease Term and to restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof; provided that, if Tenant makes written request to Landlord concurrently with Tenant’s request for consent to any Alterations, then Landlord shall make its election whether or not to require removal of such Alterations, if at all, at the time consent to such Alterations is given. All Alterations to be made to the Premises that require a permit with respect to therefor shall be designed by and made under the building's structure or mechanical, electrical, or other building systems. Any such work so supervision of a California licensed architect and/or California licensed structural engineer (each of whom has been approved by Landlord Landlord, which approval shall not be unreasonably withheld, conditioned or delayed) and shall be performed only made in accordance with plans and specifications therefor which have been furnished to and approved by Landlord in writing prior to commencement of work, which approval shall not be unreasonably withheld, conditioned or delayed. All Alterations shall be constructed and installed, at the sole cost and expense of Tenant, by California licensed contractors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, in compliance with the “Specifications” and “Requirements” set forth in Schedules One and Two of the Work Letter Agreement attached hereto as Exhibit C (“Work Letter Agreement”), along with all applicable laws and any relevant LEED Certification Requirements, and in good and workmanlike manner, and shall have been approved in writing by the City of Sunnyvale and any other applicable governmental agencies, if and as required. Subject to Landlord’s right to require Tenant to remove Alterations in accordance with this Section 6.03 (in which case Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building (retain ownership thereof), all Alterations, including, without limitation, exterior wallsall lighting, exterior windowselectrical, core wallsheating, columnsventilation, roofsair conditioning and full height partitioning, or floor slabs)drapery and carpeting installations made by Tenant, (ii) in any respect be incompatible together with the electrical or mechanical components or systems all property that has become an integral part of the BuildingPremises, (iii) affect space shall not be deemed trade fixtures and shall become the property of Landlord at the expiration or areas around the Building (including the exterior sooner termination of the Building)Lease; provided, (iv) diminish however, that notwithstanding the value foregoing or anything to the contrary contained in this Lease, in no event will Tenant be required to remove any of the Premises for the Permitted Uses, or (v) require any unusual expense Tenant Improvements to re-adapt the Premises for the Permitted Uses. Tenant shall procure at Tenant's sole expense all necessary permits constructed and licenses before undertaking any work on the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed installed in accordance with the approved plans Work Letter Agreement unless those Tenant Improvements are Non-Standard Office Tenant Improvements. As used herein, the term “Non-Standard Office Tenant Improvements shall mean any and specifications all tenant improvements not typically found in an office building in Sunnyvale, California or also any tenant improvements which would be unusually difficult or expensive to remove, including but not limited to internal staircases, raised floors, clean rooms, library bookcases and that all subcontractors will be paidtenant-specific telecommunications equipment. Tenant shall employ for such work only contractors reasonably approved by Landlord retain title to all furniture and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord trade fixtures placed on the Premises. Within thirty (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,00030) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon days after completion of any such workAlterations, Tenant shall provide Landlord with "(A) a complete set of both hard copies and CAD drawings of “as built" plans” plans for such Alterations, copies and (B) a statement of all final costs of design, demolition, construction contracts and proof installation of payment for such Alterations, together with all labor supporting documentation therefor and materialsif the Landlord Supervision Fee paid in connection with such Alterations was understated, an amount equal to the actual Landlord Supervision Fee (based upon the statement of final costs) less any amount previously paid to Landlord on account thereof.

Alterations, Additions, and Improvements. After the Commencement Date, Tenant shall not permit, make or allow to be made any installationsconstruction, alterations, additions, physical additions or improvements in or to the Premises, including, Premises without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld (“Tenant Work”). Notwithstanding the foregoing, Landlord will not unreasonably withhold its consent to Tenant Work that: (i) is non-structural and does not adversely affect any Building Systems or delayedimprovements, except that only prior notice (ii) is not visible from the exterior of the Premises, (iii) does not affect the exterior of the Building or any Common Areas, (iv) does not violate any provision of this Lease, (v) does not violate any Laws, and a description (vi) will not interfere with the use and occupancy of any other portion of the Project by any other tenant or occupant of the Project. Tenant’s plans and plans for the work specifications and all contractors, subcontractors, vendors, architects and engineers (but no approvalcollectively, “Outside Contractors”) shall be required subject to Landlord’s prior written approval. If requested by Landlord, Tenant shall execute a work letter for any interior work costing less than $50,000 such Tenant Work substantially in the aggregate during any twelve-month period and that does not require a permit with respect to the building's structure or mechanical, electrical, or other building systems. Any such work so approved form then used by Landlord shall be for construction performed only in accordance with plans and specifications therefor approved by Landlordtenants of the Building. Tenant shall not perform pay Landlord a construction oversight fee in an amount equal to ten percent (10%) of the cost and expense of any work in Tenant Work whether undertaken by Landlord or Tenant. Landlord may hire outside consultants to review such documents and information furnished to Landlord, and Tenant shall reimburse Landlord for the Premises reasonable cost thereof, including reasonable attorneys’ fees, upon demand. Neither review nor approval by Landlord of any plans or specifications shall constitute a representation or warranty by Landlord that would in Landlord's reasonable judgment such documents either (i) are complete or suitable for their intended purpose, or (ii) comply with applicable Laws, it being expressly agreed by Tenant that Landlord assumes no responsibility or liability whatsoever to Tenant or any other person or entity for such completeness, suitability or compliance. Tenant shall furnish any documents and information reasonably requested by Landlord, including “as-built” drawings (both in any manner affect any structural component paper and in electronic format acceptable to Landlord) after completion of the Building (such Tenant Work. Landlord may impose such conditions on Tenant Work as are reasonably appropriate, including, without limitation, exterior wallscompliance with any construction rules adopted by Landlord from time to time, exterior windowsrequiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such Tenant Work, core wallsinsurance covering Landlord against liabilities which may arise out of such work, columnsplans and specifications, roofs, and permits for such Tenant Work. All Building Standard Tenant Work shall become the property of Landlord upon completion and shall be surrendered to Landlord upon the expiration or floor slabs), (ii) in any respect be incompatible with the electrical earlier termination of this Lease or mechanical components or systems of the Building, (iii) affect space or areas around the Building (including the exterior of the Building), (iv) diminish the value Tenant’s right to possession of the Premises for under this Lease. All Tenant Work that is Above Standard shall be and remain the Permitted Usesproperty of Tenant, and shall be maintained by Tenant in good condition and repair throughout the Term, until the expiration or (v) require any unusual expense earlier termination of this Lease or Tenant’s right to re-adapt possession of the Premises for under this Lease, at which time such Tenant Work shall become the Permitted Usesproperty of Landlord and shall be surrendered to Landlord with the Premises, unless Landlord specifies, at the time of the approval of the installation of such Above Standard Tenant Work, that Landlord will require Tenant to remove same upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease. Any Tenant Work that Tenant is required to remove from the Premises upon the expiration or earlier termination of the Lease or Tenant’s right to possession of the Premises under the Lease shall be removed at Tenant’s sole expense, and Tenant shall, at Tenant’s expense, San F▇▇▇▇▇ Plaza/Summer Energy Holdings, Inc. DocuSign Envelope ID: A1357CC3-ED4D-47DF-A5FB-22FC3BC9DEAD promptly repair any damage to the Premises or the Building caused by such removal. Tenant shall procure at Tenant's sole expense all necessary permits and licenses before undertaking not allow any work on liens to be filed against the Property and shall perform all such work Premises or the Project in a good and workmanlike manner employing materials of good quality and so as to conform connection with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirementsany Tenant Work. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approvalliens are filed, Tenant shall thereafter furnish cause the same to be released within five (5) days after Tenant’s receipt of written notice of the filing of such lien by bonding or other method acceptable to Landlord. All Outside Contractors shall maintain insurance in amounts and types required by, and in compliance with, Section An A▇▇▇▇ 25 (or its equivalent) certificates of insurance in the most recent edition available evidencing such coverage shall be provided to Landlord prior to commencement of any such Tenant Work. All Outside Contractors shall perform all work in a bond or good and workmanlike manner, in compliance with all Laws and all applicable Project Rules and Building construction rules. No Tenant Work shall be unreasonably disruptive to other security acceptable tenants. Prior to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon final completion of any such workTenant Work, Landlord shall prepare and submit to Tenant a punch list of items to be completed, and Tenant shall provide Landlord with "as built" plans, copies of diligently complete all construction contracts and proof of payment for all labor and materialssuch punch list items.

Alterations, Additions, and Improvements. Tenant shall not make any no alterations, installations, alterationsadditions or improvements, additions, or improvements including but not limited to Tenant's Work [referred to herein as "Tenant's Changes"] in or to the Demised Premises of any nature without Landlord's prior written consent. Subject to the provisions of this article, Tenant, at Tenant's expense, may make Tenant Changes to the interior of the Demised Premises, provided that such Tenant Changes do not (i) affect the exterior of the Building or any portion of the building other than the Demised Premises, (ii) affect the structure of the Building or any of its outer walls, any of its inner walls or columns which are load-bearing, its concrete floor, foundation or roof, or (iii) adversely affect any of the Building systems including, without limitation, any apertures in the wallsmechanical, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed, except that only prior notice and a description of and plans for the work (but no approval) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and that does not require a permit with respect to the building's structure or mechanicalsprinkler, electrical, or heating, plumbing and other building systems. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, or floor slabs), (ii) in any respect be incompatible with the electrical or mechanical components or service systems of the Building, subject, however, at all times, to the following: (i) Tenant shall first obtain requisite permits and authorizations from governmental authorities having jurisdiction; (ii) Except for a replacement of a prior improvement theretofore installed by Tenant, to which Landlord had consented, obtain Landlord's consent (which Landlord's consent not to be unreasonably withheld if the Tenant Changes or alteration would not, in the reasonable opinion of the Landlord, impair the value or usefulness of the premises); (iii) affect space or areas around the Building Any such Tenant Changes and alteration shall be made promptly (including the exterior of the Building), unavoidable delays excepted) in a workmanlike manner in accordance with any alteration plans and in compliance with applicable laws and governmental regulations; (iv) diminish the value The cost of the Premises for Tenant Changes shall be paid by Tenant so that the Permitted Uses, or demised premises remain free of any liens; (v) require any unusual expense If requested by Landlord, post with Landlord, adequate security to re-adapt assure restoration of the Premises premises at the end of the term. The security shall be computed at the rate of $5.00 per square foot for the Permitted Usescost of removal of offices and/or enclosed finished space. Tenant The cost of removal and restoration of all other improvements shall procure at Tenant's sole expense all necessary permits and licenses before undertaking any work on the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish likewise have security given to Landlord prior to commencement the extent the cumulative cost of any removal and restoration exceeds $50,000.00 or such work a bond or other security acceptable to Landlord assuring that any work greater sum as hereinafter provided. The sum of $50,000.00 shall be increased annually at the rate of three percent (3%) per year commencing 2002; (vi) Maintain proper insurance; (vii) If by Tenant will be completed in accordance with the approved law plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans, copies of all construction contracts and proof of payment for all labor and materials.are

Alterations, Additions, and Improvements. (a) Tenant shall not make or allow to be made any installations, alterations, additions, alterations or improvements physical additions in or to the PremisesPremises or Building (such as changes or alterations that would affect the interior or exterior of the Building, includingwindow treatments, paint, surface texture, awnings or light fixtures) without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion first obtaining the prior written consent of LandlordLandlord in each such instance, which consent shall not be unreasonably withheld withheld, conditioned or delayeddelayed (except as otherwise expressly provided hereinafter). Landlord’s consent right hereunder shall include, except that only prior notice and a description of and plans for without limitation, the work (but no approval) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and that does not require a permit with respect right to the building's structure or mechanical, electrical, or other building systems. Any such work so approved by Landlord shall be performed only in accordance with approve Tenant’s proposed plans and specifications therefor approved by relating to such proposed alterations or SUBLEASE AGREEMENT Page ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ BUILDING physical additions, which approval shall not be unreasonably withheld, conditioned or delayed. Withholding of Landlord’s consent will be deemed reasonable if Landlord reasonably believes any such alterations or changes to the Premises or Building could cause the Building to not be in compliance with the standards required for the Building to maintain its Part 3 Certification from the United States Department of the Interior, National Park Service. Tenant shall not perform agrees to indemnify Landlord and hold Landlord harmless against any loss, liability, claim, or damage resulting from any work done by Tenant in or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building (includingPremises. Any and all alterations, without limitation, exterior walls, exterior windows, core walls, columns, roofsphysical additions, or floor slabs)improvements, (ii) in any respect be incompatible with the electrical or mechanical components or systems of the Building, (iii) affect space or areas around the Building (including the exterior of the Building), (iv) diminish the value of when made to the Premises for the Permitted Usesby Tenant, or (v) require any unusual expense to re-adapt the Premises for the Permitted Uses. Tenant shall procure at Tenant's sole expense all necessary permits and licenses before undertaking any work on the Property and shall perform all such work be done in a good and workmanlike manner employing materials of good quality manner, lien-free and so as to conform in accordance with all applicable zoninglaws, building, fire, health and other codes, regulations, ordinances and laws requirements and shall at once become the property of Landlord. Notwithstanding any other provision in this Lease, Landlord’s consent shall not be required for any alteration or improvement that (i) will not adversely affect the structural elements of the Building or the Building’s major systems, and (ii) will not cause the Building to not be in compliance with the standards required for the Building to maintain its Part 3 Certification from the United States Department of the Interior, National Park Service. (b) Subject to Landlord’s right to approve Tenant’s proposed plans and specifications, which approval shall not be unreasonably withheld, conditioned or delayed, Tenant shall have the right to install a custom staircase within the Premises, at Tenant’s sole cost and expense, provided such custom staircase complies with all applicable insurance requirementslaws, codes and regulations, and with Landlord’s structural requirements for the affected floors. If Tenant installs such staircase, Tenant shall be responsible for removing the same when Tenant vacates the Premises at the end of the Lease Term and for restoring the area to its prior condition. (c) Subject to Landlord’s right to approve Tenant’s proposed plans and specifications, which approval shall not be unreasonably withheld, conditioned or delayed, Tenant shall have the right (i) to use the existing structurally-prepared rooftop patio (1,918 square feet); provided, that if Tenant elects to use such space, Tenant shall, at its sole cost and expense, install a decking finish which complies with all applicable laws, codes and regulations (with the costs associated therewith to be deducted from the Allowance); and (ii) to finish out all or any notice portion of contract or lien the remainder of the roof area, at Tenant’s sole cost and in compliance with all applicable laws, codes and regulations; provided, that such remainder of the roof area is placed on not, as of the Property arising from work performed by or for Effective Date, structurally prepared, such that Tenant, if requested by Landlord for it elects to finish out all or any work requiring Landlord's approvalpart of such area, Tenant shall thereafter furnish must also cause the same to Landlord prior to commencement of any be structurally prepared, at Tenant’s sole cost and in compliance with all applicable laws, codes and regulations. Any such work a bond or other security acceptable to Landlord assuring that any work roof-top area improved by Tenant will be completed in accordance with herewith, and Tenant’s use thereof, shall be subject to all of the approved plans terms and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance conditions set forth in types and amounts reasonably approved by Landlord this Lease (including without limitation worker's compensation insurance Tenant’s maintenance obligations under Paragraph 13), other than those pertaining to the payment of rent. With respect to any such construction by Tenant, (A) Tenant shall consult with a structural engineer of Landlord’s choice and/or Landlord’s roofing contractor to insure that neither the integrity of the roof of the Premises, nor Landlord’s roof warranty, shall be negatively affected by the placement and installation of any of the foregoing roof-top improvements; (B) any and all roof penetrations must be performed by Landlord’s roofing contractor; and (C) any structural and/or roof damage caused by the installation, use, operation or maintenance of any of the foregoing roof-top improvements shall be promptly repaired at Tenant’s sole cost and expense. For the avoidance of doubt, the parties acknowledge and agree that the rooftop areas, including the patio, shall be considered and treated as rentable square feet within the Premises but shall not be included in the calculation of rent or the Allowance. (▇) Notwithstanding any consents or approvals that Landlord may grant pursuant to this Lease (including without limitation pursuant to the foregoing provisions of this Paragraph 17), Tenant acknowledges and agrees that it shall not be permitted to proceed with the construction or installation of any proposed modification to the Building or the Premises (including without limitation Tenant’s Work) until all required approvals have been obtained from the United States Department of the Interior, the National Park Service and the Texas Historical Commission, as applicable. Notwithstanding anything to the contrary contained herein, (i) Landlord will reasonably cooperate with Tenant in Tenant’s efforts to secure any such necessary approvals, but Landlord shall not be required to incur any expense in connection therewith, and (ii) Tenant shall be entitled to rely on any required approvals obtained from the United States Department of the Interior, the National Park Service and the Texas Historical Commission in connection with any construction in or about, or modification to, the Building or the Premises (including without limitation Tenant’s Work), and provided that the work done by Tenant is performed in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such workrequired approvals, Tenant shall provide Landlord with "have no liability for any costs or damages (including the costs of any required renovation) should it later be determined that any such approval was given erroneously or that historic approvals were required from other agencies or entities for the applicable work previously approved by the United States Department of the Interior, the National Park Service and the Texas Historical Commission, as built" plans, copies of all construction contracts and proof of payment for all labor and materialsapplicable.

Alterations, Additions, and Improvements. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed, except that only prior notice and a description of and plans for the work (but no approval) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and that does not require a permit with respect to the building's structure or mechanical, electrical, or other building systems. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, or floor slabs), (ii) in any respect be incompatible with the electrical or mechanical components or systems of the Building, (iii) affect space or areas around the Building (including the exterior of the Building), (iv) diminish the value of the Premises for the Permitted Uses, or (v) require any unusual expense to re-adapt the Premises for the Permitted Uses. Tenant shall procure at Tenant's sole expense all necessary permits and licenses before undertaking any work on the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans, copies of all construction contracts and proof of payment for all labor and materials.. During the first twenty four (24) months of the Term, Tenant shall be entitled to expand the Building pursuant to the terms and provisions of this Lease, including, but not limited to, this

Alterations, Additions, and Improvements. Tenant shall not make any installations, alterations, additions, or improvements in or to the PremisesPremises (collectively, “Alterations”), including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayeddelayed with respect to Alterations that do not affect the structure or mechanical, electrical, or other systems of the Building (and may otherwise be withheld or granted in Landlord’s sole and absolute discretion), except that only prior notice and a description of and plans for the work (but no approval) shall be required for any interior work Alterations costing less than $50,000 25,000 in the aggregate during any twelve-twelve (12) month period that are not visible from outside the Premises and that does do not require a permit with respect to affect the building's structure or mechanical, electrical, or other building systemssystems of the Building. Any such work Alterations so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform any work Alterations in or to the Premises that would in Landlord's ’s reasonable judgment (i) in any manner affect any structural component of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, or floor slabs), (ii) in any respect be incompatible with the electrical or mechanical components or systems of the Building, (iii) affect space or areas around the Building (including the exterior of the Building), (iv) diminish the value of the Premises for the Permitted Uses, or (v) require any unusual expense to re-adapt the Premises for the Permitted Uses, or (vi) adversely affect the character of the Premises, the Building, or the Property. Tenant shall procure at Tenant's ’s sole expense all necessary permits and licenses before undertaking any work Alterations on the Property Premises and shall perform all such work Alterations in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws Laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's ’s compensation insurance in accordance with statutory requirements requirements, employer’s liability in an amount not less than $1,000,000 per coverage section, automobile liability in an amount not less than $1,000,000 combined single limit for all owned, hired and non-owned automobiles, and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit in an amount not less than $3,000,0003,000,000 per occurrence and in the aggregate, which can be satisfied in conjunction with an excess/umbrella liability policy) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II Articles VII and X of Exhibit D this Lease in the case of casualty. All contractors and subcontractors shall name Tenant, Landlord, and its subsidiaries, Lender and any other entity Landlord reasonably requests as additional insured on their commercial general liability, automobile liability and excess/umbrella liability policies on a primary and noncontributory basis without any privity of contract requirement. Additional insured status shall include ongoing and completed operations and include a waiver of subrogation in favor of additional insureds. Coverage provided contractors shall not contain any restrictions or exclusions for work contemplated within their agreement. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such workthe performance of any Alterations. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 hereof and give notice of observed defects. Upon completion of any such workAlterations, Tenant shall provide Landlord with "“as built" ” plans, copies of all construction contracts and proof of payment for all labor and materials. Except for items constituting Tenant's Property or Required Removal Alterations (as hereinafter defined), all Alterations and appurtenances attached to or built into the Premises at the commencement of or during the Term, whether or not at the expense of Tenant, and whether or not Landlord's consent or approval is required (collectively “Fixtures”), shall be and remain a part of the Premises, shall be deemed the property of Landlord as of the date such Fixtures are completed, attached to or built into the Premises and shall not be removed by Tenant. Fixtures shall include electrical, plumbing, heating and sprinkling equipment, fixtures, outlets, venetian blinds, partitions, gates, doors, vaults, paneling, molding, shelving, radiator enclosures, cork, rubber, linoleum and composition floors, ventilating, silencing, air conditioning and cooling equipment, and all fixtures, equipment and appurtenances of a similar nature or purpose. Any Alterations which shall involve the removal of any Fixtures shall be promptly replaced, at Tenant's expense and free of superior title, liens, security interests and claims, with like property, of at least equal quality and value. Landlord shall, at the time of its approval of any Alterations, provide in writing which Alterations or portions thereof must be removed by Tenant at the expiration or earlier termination of this Lease (“Required Removal Alterations”). All Required Removal Alterations which are installed in and to the Premises shall be removed by Tenant at the expiration or sooner termination of this Lease and all damage caused by such removal shall be repaired by Tenant, at Tenant’s expense. As used herein, “Tenant’s Property” shall mean Tenant’s movable fixtures, telephone and other equipment, computer systems, trade fixtures, furniture, furnishings, and other items of personal property which are removable without material damage to the Property.

Alterations, Additions, and Improvements. Except as provided otherwise in Exhibit B for Tenant Improvements, Tenant shall not make or allow to be made any installations, alterations, additions, alterations or improvements additions in or to the Premises, including, Leased Premises without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion first obtaining the prior written consent of Landlord, which provided that Tenant shall be permitted, without Landlord’s consent, to make non-structural alterations or additions to the Leased Premises that do not adversely affect any of the Building systems, cost less than $50,000.00 (in the aggregate per calendar year), and are of a cosmetic nature (e.g., painting, carpeting, etc.; any such alteration complying with all of the foregoing constituting a “Cosmetic Alteration”). Landlord’s consent shall will not be unreasonably withheld or delayed, except that only prior notice and a description of and plans for the work (but no approval) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and that does not require a permit delayed with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the building's structure or Building and its mechanical, telecommunication, electrical, HVAC and life safety systems; (iii) will not affect the structural or exterior portions of the Building; (iv) will not interfere with the use and occupancy of any other building systemsportion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Any such work so approved by Landlord Specifically, but without limiting the generality of the foregoing, Landlord’s right of consent shall be performed only in accordance with encompass plans and specifications therefor approved by Landlordfor the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall not perform supply to Landlord any work additional documents and information reasonably requested by Landlord in or to the Premises that would in Landlord's reasonable judgment connection with Tenant’s request for consent hereunder. Any consent given by Landlord under this Section 5.7 shall be deemed conditioned upon: (i) in any manner affect any structural component of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, or floor slabs), Tenant’s acquiring all applicable permits required by governmental authorities; (ii) in any respect be incompatible Tenant’s furnishing to Landlord copies of such permits, together with the electrical or mechanical components or systems copies of the Buildingapproved plans and specifications, (iii) affect space or areas around the Building (including the exterior of the Building), (iv) diminish the value of the Premises for the Permitted Uses, or (v) require any unusual expense to re-adapt the Premises for the Permitted Uses. Tenant shall procure at Tenant's sole expense all necessary permits and licenses before undertaking any work on the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such the work a bond or other security acceptable to Landlord assuring that any work thereon; and (iii) the compliance by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans, copies conditions of all construction contracts applicable permits and proof of payment for all labor approvals in a prompt and materialsexpeditious manner.

Alterations, Additions, and Improvements. (a) Except as set forth in Exhibits B and B-1, Tenant shall not make or allow to be made any installations, alterations, additions, additions or improvements in or to the Leased Premises without first obtaining the written consent of Landlord, provided that Tenant shall be permitted, without Landlord’s consent, to make non-structural alterations or additions to the Leased Premises that do not affect any of the Building systems, cost less than $25,000.00 in the aggregate per project, or $50,000.00 in the aggregate per calendar year, do not require a building permit, and are of a cosmetic nature (e.g., painting, carpeting, etc.; any such alteration complying with all of the foregoing constituting a “Cosmetic Alteration”). ▇▇▇▇▇▇▇▇’s consent will not be unreasonably withheld, conditioned or delayed with respect to proposed alterations, additions or improvements which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and do not adversely affect the Building and its mechanical, telecommunication, electrical, HVAC and fire/life safety systems; (iii) will not affect the structural or exterior portions of the Building; and (iv) will not trigger any material costs to Landlord. Specifically, but without limiting the generality of the foregoing, ▇▇▇▇▇▇▇▇’s right of consent shall encompass plans and specifications for the proposed alterations, additions or improvements, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations, additions or improvements, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with ▇▇▇▇▇▇’s request for consent hereunder. If Tenant performs any alterations or additions permitted under this Section 5.7, Tenant shall, in addition to complying with the provisions of this Section 5.7, perform such alterations or additions in a manner that avoids disturbing any asbestos containing materials present in the Building. If asbestos containing materials are likely to be disturbed in the course of such work, Tenant shall encapsulate or remove the asbestos containing materials in accordance with an asbestos-removal plan approved by Landlord and otherwise in accordance with all applicable laws. (b) Any consent given by Landlord under this Section 5.7 shall be deemed conditioned upon: (i) Tenant’s acquiring all applicable permits required by governmental authorities; (ii) Tenant’s furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. Except as set forth in Exhibits B and B-1, all alterations, additions and improvements permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord and in strict accordance with plans and specifications approved by Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics’, materialmen’s and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. Landlord may require, at its sole option, that Tenant provide to Landlord, at Tenant’s expense, a lien and completion bond in an amount equal to the total estimated cost of any alterations, additions or improvements to be made in or to the Leased Premises, to protect Landlord against any liability for mechanics’, materialmen’s and other liens and claims, and to ensure timely completion of the work. In the event any alterations, additions or improvements to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant’s agreement to remove them, or (ii) if Tenant did not provide a Removal Determination Request (as defined below), Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date, remove such alterations, additions and improvements (which includes, without limitation, Tenant’s Work), repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements, ordinary wear and tear excepted. Prior to making any alterations, additions or improvements to the Leased Premises, Tenant may make a written request that Landlord determine in advance whether or not Tenant must remove such alterations, additions or improvements on or prior to the Term Expiration Date or any earlier termination of this Lease (“Removal Determination Request”). Notwithstanding anything to the contrary set forth above, this clause shall not apply to movable equipment or furniture owned by Tenant. Tenant shall repair, at its sole cost and expense, all damage caused to the Leased Premises and the Project by removal of Tenant’s movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. (e) All alterations, additions and improvements permitted under this Section 5.7 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with “as built” drawings for any alterations, additions or improvements performed under this Section 5.7. (f) Notwithstanding anything in this Lease to the contrary, Tenant shall construct all alterations, additions and improvements and perform all repairs and maintenance under this Lease (all contractors to be approved in writing in advance by Landlord or, at Landlord’s option, designated by Landlord) in conformance with any and all applicable laws, including, without limitation, pursuant to a valid building permit issued by the applicable municipality, in conformance with Landlord’s construction rules and regulations. (g) All alterations, additions and improvements permitted under this Section 5.7 shall be completed using Building standards and all vendors (including, without limitation, Tenant’s cabling contractors and subcontractors) accessing areas above the ceiling grid shall be certified to work in an asbestos containing setting. (h) Tenant shall have the right to install a wireless intranet, internet, and communications network (also known as “Wi-Fi”) within the Leased Premises for the use of Tenant and its employees (the “Network”) subject to this subsection and all the other clauses of this Lease as are applicable. Tenant shall not solicit, suffer, or permit other tenants or occupants of the Building to use the Network or any other communications service, including, without limitation, any wired or wireless internet service that passes through, is transmitted through, or emanates from the Leased Premises. Tenant agrees that Tenant’s communications equipment and the communications equipment of Tenant’s service providers located in or about the Leased Premises, including, without limitation, any apertures in the wallsantennas, partitionsswitches, ceilings or floorsother equipment (collectively, without on each occasion obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed, except that only prior notice and a description of and plans for the work (but no approval“Tenant’s Communications Equipment”) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and of a type and, if applicable, a frequency that does will not require a permit with respect to the building's structure or mechanicalcause material radio frequency, electricalelectromagnetic, or other building systems. Any such work so approved by interference to any other party or any equipment of Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, or floor slabs), (ii) in any respect be incompatible with the electrical or mechanical components or systems of at the Building. In the event that ▇▇▇▇▇▇’s Communications Equipment causes or is believed to cause any such material interference, (iii) affect space or areas around the Building (including the exterior upon receipt of the Building)notice from Landlord of such interference, (iv) diminish the value of the Premises for the Permitted UsesTenant will take commercially reasonable steps necessary, or (v) require any unusual expense to re-adapt the Premises for the Permitted Uses. Tenant shall procure at Tenant's ’s sole expense all necessary permits cost and licenses before undertaking any work on expense, to mitigate the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirementsinterference. If any notice of contract the interference is not mitigated within forty-eight (48) hours (or lien is placed on the Property arising a shorter period if Landlord believes a shorter period to be appropriate) then, upon request from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement shut down the Tenant’s Communications Equipment pending resolution of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance the material interference, with the approved plans exception of intermittent testing upon prior notice to and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement approval of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans, copies of all construction contracts and proof of payment for all labor and materialsLandlord.

Alterations, Additions, and Improvements. 10.1 Tenant shall not create any openings in the roof or exterior walls, or make any installations, alterations, additions, or improvements in or to the Premises, including, Premises or install any structures or equipment on the roof of the Building or any portion of the Common Area without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord. Tenant may, which consent shall however, but at its own cost and expense and in a good and workmanlike manner, make such alterations of a nonstructural nature to the Premises provided (i) Tenant complies with all applicable governmental laws, ordinances and regulations, (ii) such alterations do not be unreasonably withheld affect the mechanical or delayedthe structural integrity of the Building, except that only prior notice alter the character or the storefront of the Building, or adversely affect the utility systems, and a description (iii) the cost of and plans for the work (but no approval) shall be required any such alterations does not exceed $10,000.00. Tenant expressly agrees to indemnify landlord for any interior work costing less than $50,000 in and all damages resulting from or caused by Tenant penetrating the aggregate during any twelve-month period and that does not require a permit with respect to roof or exterior walls of the building's structure or mechanical, electrical, or other building systems. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by LandlordPremises. Tenant shall have the right to erect or install shelves, bins and machinery and clean rooms, provided that Tenant complies with all applicable governmental laws, ordinances, and regulations. Tenant shall have the right to remove at the termination of this Lease, such items so installed by Tenant, provided Tenant is not perform any work then in or default; however, Tenant shall, prior to the Premises termination of this Lease, repair any damage caused by such removal and, if requested by Landlord, offer Landlord (prior to such removal) sufficient security to insure Landlord that would in Landlord's reasonable judgment (i) in any manner affect any structural component of the Building proper repairs will be made. All alterations, additions or improvements made by Tenant (including, without limitation, exterior wallsHVAC Systems, exterior windowsoffices and improvements in and pertaining to such offices, core wallspartitions, columnsfloor coverings, roofsetc.), together with such other property as Tenant leaves in or on the Premises at the termination of this Lease, shall become the property of Landlord at the termination of this Lease; however, Tenant shall promptly remove, if Landlord so elects, any or all alterations, additions, and improvements specified by Landlord provided Landlord notifies Tenant in writing that such improvements will require future removal at the time of Landlord's approval of such alterations and improvements, and any other property placed in the Premises by Tenant, and Tenant shall repair any damage caused by such removal. The provisions of this paragraph shall survive the expiration or earlier termination of this Lease. 10.3 Landlord retains the exclusive right to make additions, changes or improvements, whether structural or otherwise, in and about the Building, or floor slabs)any part thereof, (ii) and for such purposes to enter upon the Premises, and, during the continuance of any of said work, to temporarily close doors, entryways, public space and corridors in any respect be incompatible with the electrical Building, to interrupt or mechanical components temporarily suspend Building services and facilities, and to change the arrangement and location of entrances or systems passageways, doors and doorways, corridors, elevators, stairs, toilets, or other public parts of the Building, (iii) affect space all without abatement of rent or areas around affecting any of Tenant's obligations hereunder, so long as the Building (including the exterior Premises are reasonably accessible and that Tenant is not deprived of substantial use and enjoyment of the Building), (iv) diminish the value of the Premises for the Permitted Uses, or (v) require any unusual expense to re-adapt the Premises for the Permitted Uses. Tenant shall procure at Tenant's sole expense all necessary permits and licenses before undertaking any work on the Property and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable zoning, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord (including without limitation worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work, subject to Section II of Exhibit D in the case of casualty. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or arising out of such work. Landlord may inspect the work of Tenant at reasonable times in accordance with Section 6.5 and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans, copies of all construction contracts and proof of payment for all labor and materialsPremises.

Alterations, Additions, and Improvements. (a) Tenant shall not permit the Leased Premises to be used for any purpose other than that stated in Section 2.2 hereof, or make or allow to be made any installations, alterations, additions, physical additions or improvements in or to the Leased Premises, includingor place signs on or in the Leased Premises which are visible from outside the Leased Premises, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion first obtaining the prior written consent of Landlord, Landlord (which consent shall may be withheld in Landlord's sole discretion). Notwithstanding the foregoing, Landlord will not be unreasonably withheld withhold its consent to alterations, physical additions or delayed, except that only prior notice and a description of and plans for the work (but no approval) shall be required for any interior work costing less than $50,000 in the aggregate during any twelve-month period and that does not require a permit with respect changes to the building's structure or Leased Premises that do not adversely affect the Building structural, mechanical, electrical, plumbing, heating, ventilating, air conditioning, life safety or other building base Building improvements or systems. Any , provided such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord. Tenant shall not perform any work in or to the Premises that would in Landlord's reasonable judgment changes (i) in any manner affect any structural component are not visible from the exterior of the Building (including, without limitation, exterior walls, exterior windows, core walls, columns, roofs, Leased Premises or floor slabs)the Building, (ii) in any respect be incompatible with the electrical or mechanical components or systems of the Building, (iii) do not affect space or areas around the Building (including the exterior of the Building), the structure of the Building or any public areas of the Project, (iii) do not violate any provision of this Lease, (iv) diminish the value of the Premises for the Permitted Usesdo not violate any Legal Requirements, or and (v) require will not interfere with the use and occupancy of any unusual expense other portion of the Project or the Complex by any other tenant or occupant of the Project or the Complex. If Landlord consents to re-adapt the Premises said alterations, improvements, or additions, or placement of signs, Landlord may impose such conditions with respect thereto as are reasonably appropriate, including without limitation, requiring Tenant to furnish Landlord with security for the Permitted Usespayment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work, plans and specifications, and permits for such work. Tenant's plans and specifications and construction means and methods shall be subject to Landlord's written approval. Tenant shall procure furnish to Landlord any documents and information requested by Landlord in connection with the exercise of its rights hereunder. Landlord may hire outside consultants to review such documents and information furnished to Landlord and Tenant shall reimburse Landlord for the cost thereof, including reasonable attorneys' fees, upon demand. (b) The work necessary to make any permitted alterations, improvements, or additions to the Leased Premises shall be done at Tenant's sole expense all necessary permits and licenses before undertaking by contractors approved in writing by Landlord (each such contractor hereinafter referred to as an "Outside Contractor") or, at Landlord's election, ------------------ by Landlord (without cost or expense to Landlord). If Landlord performs any work on the Property and shall perform all such work, upon completion of such work Tenant shall pay Landlord a fee for Landlord's supervision and administration of such work equal to ten percent (10%) of the cost of such work. All work performed by an Outside Contractor shall be performed in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable zoningLegal Requirements, building, fire, health and other codes, regulations, ordinances and laws and with all applicable insurance requirements. If any notice of contract or lien is placed on the Property arising from work performed by or for Tenant, if requested by Landlord for any work requiring Landlord's approval, Tenant shall thereafter furnish to Landlord prior to commencement of any such work a bond or other security acceptable to Landlord assuring that any work by Tenant will be completed in accordance with the approved plans and specifications and that all subcontractors will be paid. Tenant shall employ for such work only contractors reasonably approved by Landlord and shall require all contractors employed by Tenant to carry insurance in types and amounts reasonably approved by Landlord requirements (including without limitation worker's compensation insurance in accordance with statutory requirements Paragraph 5 of Exhibit C-1), the provisions of this Section 5.5 and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $3,000,000all ----------- applicable Project Rules. Tenant shall give Landlord at least ten (10) and shall submit certificates evidencing such coverage to Landlord days prior to written notice before the commencement of any work pursuant to this Section 5.5. Additionally, if Landlord does not perform such work, subject work it shall be Tenant's responsibility to Section II of Exhibit D ensure that the Outside Contractor shall (i) conduct its work in such a manner so as not to unreasonably interfere with any other construction occurring on or in the case Project or the Complex or with the transaction of casualty. Tenant shall indemnify business in the Project and hold harmless in the Complex; (ii) comply with such reasonable rules and regulations applicable to all work being performed in the Project as may be promulgated from time to time by Landlord; (iii) maintain such insurance and bonds in full force and effect as may be reasonably requested by Landlord from or as required by Legal Requirements; and (iv) be responsible for reaching agreement with Landlord as to the reasonable terms and conditions for all injury, loss, claims or damage contractor items relating to any person or property occasioned by or arising out of such conducting its work. As a condition precedent to Landlord's approving the Outside Contractor pursuant hereto, Tenant and the Outside Contractor shall deliver to Landlord such assurances or instruments as Landlord may inspect reasonably require to evidence the Outside Contractor's compliance or agreement to comply with the provisions of clauses (i), (ii), (iii), and (iv) of this subsection (b). Landlord retains the right to make periodic inspections to assure conformity of the work of the Outside Contractor with the aforementioned rules and regulations and with the plans and specifications approved by Landlord. Within thirty (30) days after substantial completion of any work by Tenant, Tenant, at Tenant's cost and expense, shall furnish Landlord "as-built" drawings of such work and shall cause the architect(s) and/or engineer(s) that performed in connection with the work to prepare a report, in form and substance acceptable to Landlord, for the benefit of Landlord, certifying to the compliance of the work constructed by any Outside Contractor with the plans and specifications approved by Landlord. Each Outside Contractor shall not perform and, upon the request of Landlord, whether written or oral, each Outside Contractor shall cease to perform, any activity that is disruptive to the conduct of business within the Project or Complex or other tenants or occupants of the Project or Complex. (c) Any and all such alterations, physical additions or improvements, when made to the Leased Premises by Tenant or on Tenant's behalf, shall at reasonable times once become the property of Landlord and shall be surrendered to Landlord upon the termination of this Lease by lapse of time or otherwise; provided, however, this sentence shall not apply to movable equipment, trade fixtures or furniture owned by Tenant. Notwithstanding the foregoing, Tenant shall be obligated to repair any damage to the Leased Premises caused by the removal by Tenant of any such movables and to restore any areas affected by such removal of such movables such that the areas so affected are consistent with surrounding areas. If Tenant fails to remove such movables upon termination of this Lease, Landlord may have the same removed and any resulting damage repaired at Tenant's expense. In such event, such movables will automatically become the property of Landlord and may be disposed of by Landlord in accordance its sole discretion, without any right of reimbursement therefor to Tenant. (d) Tenant shall not allow any liens to be filed against the Leased Premises or the Project in connection with Section 6.5 the installation of Tenant's improvements in, or any repair or alteration work to, the Leased Premises performed by Tenant or an Outside Contractor. If any such liens shall be filed, Tenant shall cause the same to be released within ten (10) days after the filing thereof by bonding or other method acceptable to Landlord; provided, however, this sentence shall not apply to movable equipment or furniture owned by Tenant. If Tenant shall fail to timely cancel or discharge said lien or liens as required above, Landlord, at its sole option, may cancel or discharge the same and give notice Tenant shall pay to Landlord upon demand, Landlord's cost thereof plus a charge equal to fifteen percent (15%) of observed defectssuch costs for administrative cost recovery. Upon completion of any such work, Tenant shall provide deliver to Landlord with "as built" plansevidence of payment, copies contractors' affidavits and full and final waivers of all liens for, labor, services, or material. Tenant shall indemnify and hold harmless Landlord and Landlord's mortgagee from all losses, costs, damages, claims and expenses (including attorneys' fees and costs of suits), liabilities or causes of action arising out of or relating to any alterations, additions or improvements that Tenant or any Outside Contractor makes to the Leased Premises, including any occasioned by the filing of any mechanic's, materialman's, construction or other liens or claims (and all costs or expenses associated therewith) asserted, filed or arising out of any such work. All materialmen, contractors, artisans, mechanics, laborers and other parties hereafter contracting with Tenant for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Leased Premises are hereby charged with notice that they must look solely to Tenant for payment of same and Tenant's purchase orders, contracts and proof subcontracts in connection therewith must clearly state this requirement. Landlord shall have the right at all times to post and keep posted on the Leased Premises any notices permitted or required by Legal Requirements, or that Landlord shall deem proper for the protection of payment Landlord, the Leased Premises, the Project and any other party having an interest therein, from liens. Without limiting the generality of the foregoing, Tenant shall repair or cause to be repaired at its expense all damage caused by any Outside Contractor, its subcontractors or their employees. Tenant shall reimburse Landlord for any costs incurred by Landlord to repair any damage caused by any Outside Contractor or any costs incurred by Landlord in requiring any Outside Contractor's compliance with the rules and regulations. Additionally, Tenant shall reimburse Landlord for the reasonable costs Landlord may incur to have an engineer review all labor mechanical, structural, electrical, plumbing and materialslife safety systems installed by any Outside Contractor. (e) Tenant agrees specifically that no food, soft drink or other vending machine will be installed within the Leased Premises without Landlord's prior written approval; provided, however, such approval shall not be withheld provided (i) the use of such machines is restricted to Tenant's employees and clients (but not to the general public), and (ii) Landlord approves the location, visibility and condition thereof.