Common use of ALTERATIONS AND MODIFICATIONS Clause in Contracts

ALTERATIONS AND MODIFICATIONS. Sublessee agrees to obtain Sublessor's and Lessor's prior written approval of alterations, modifications, repairs or renovations made to the Subleased Premises. Sublessor agrees that it shall promptly review plans and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterations. Notwithstanding the foregoing, Sublessor's consent to such alterations shall be subject to Lessor's consent thereto. Any alterations, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing walls), electrical and mechanical alterations, telephone relocations, and decorating. The structural integrity of the Building will not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In addition, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable law. All alterations, modifications and renovations, upon completion of construction thereof, shall become part of the Subleased Premises and the property of Sublessor without payment therefore by Sublessor and shall be surrendered to Sublessor at the end of the Term or upon sooner termination of this Sublease pursuant to the terms hereof; provided, however, that, if requested by Sublessor, Sublessee shall, at Sublessee's sole cost and expense, remove all such alterations, modifications and renovations, or any part or parts thereof specified by Sublessor, from the Subleased Premises and shall repair all damage caused by installation and removal.

ALTERATIONS AND MODIFICATIONS. Sub-Sublessee agrees to obtain Sub- Sublessor's ’s, Sublessor’s and Lessor's ’s prior written approval of alterations, modifications, repairs or renovations made to the Sub-Subleased Premises. Sub-Sublessor agrees that it shall promptly review plans and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterations. Notwithstanding the foregoing, Sub-Sublessor's ’s consent to such alterations shall be subject to Sublessor’s consent thereto, and Sublessor’s consent shall be subject to Lessor's ’s consent thereto. Any alterations, modifications or renovations of or to the Sub-Subleased Premises shall be limited to partition changes (non-bearing walls), electrical and mechanical alterations, telephone relocations, and decorating. The structural integrity of the Building will not be disturbed in any way. Sub-Sublessee shall provide Sub-Sublessor with a waiver of liens prior to the commencement of any alterations or modifications to the Sub-Subleased Premises and a release of liens at the completion of any alterations or modifications to the Sub-Subleased Premises executed by all contractors who performed such alterations or modifications. In addition, Sub-Sublessee agrees that all work performed upon the Sub- Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable law. All Unless expressly agreed to the contrary, all alterations, modifications and renovations, upon completion of construction thereof, shall become part of the Sub-Subleased Premises and the property of Sublessor Lessor without payment therefore by Sub-Sublessor and shall be surrendered to Sublessor Lessor under the Lease at the end of the Term or upon sooner termination of this Sub-Sublease pursuant to the terms hereof; provided. Sub-Sublessee shall not be responsible for any alterations that were completed by Sub-Sublessor prior to Sub-Sublessee occupying the Sub-Subleased Premises. Sub- Subleesee agrees that any modifications made shall not impede the existing operating exits currently in place for Sub-Sublessor. In the event any alterations or modifications are made that force Sub-Sublessor to create new exits for code purposes, however, that, if requested by Sublessor, Sub-Sublessee shall, at Sublessee's sole shall bear the cost and expense, remove all such of these additional alterations, modifications and renovations, or any part or parts thereof specified by Sublessor, from the Subleased Premises and shall repair all damage caused by installation and removal.

ALTERATIONS AND MODIFICATIONS. Sublessee agrees to obtain Sublessor's ’s and Lessor's ’s prior written approval of alterations, modifications, repairs or renovations made to the Subleased Premises. Sublessor agrees that it shall promptly review plans and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterations. Notwithstanding the foregoing, Sublessor's ’s consent to such alterations shall be subject to Lessor's ’s consent thereto. Any alterations, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing walls), electrical and mechanical alterations, telephone relocations, and decorating. The structural integrity of the Building will not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In addition, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable law. All Unless expressly agreed to the contrary, all alterations, modifications and renovations, upon completion of construction thereof, shall become part of the Subleased Premises and the property of Sublessor Lessor without payment therefore by Sublessor and shall be surrendered to Sublessor Lessorunder the Lease at the end of the Term or upon sooner termination of this Sublease pursuant to the terms hereof; provided. Sublessee shall not be responsible for any alterations that were completed by Sublessor prior to Sublessee occupying the Subleased Premises. Sublessee shall not have any restoration obligations with respect to the Sublessee’s Work. Sublessee has requested and Sublessor has consented to the use of Sublessor’s office furniture, howeveroffice equipment, thatand any existing fixtures and cabling (collectively, if requested by Sublessorthe “Furniture”), Sublessee shall, at Sublessee's sole cost and expense, remove all such alterations, modifications and renovations, or any part or parts thereof specified by Sublessor, from currently located in the Subleased Premises and described on Exhibit “C”, attached hereto. The Furniture is in AS-IS condition and shall repair remain the property of Sublessor. If any repairs are needed to the office equipment, it shall be at Sublessee’s expense. The Furniture shall be returned to the Sublessor in its original condition, ordinary wear and tear and casualty excepted. Sublessor will remove any furniture, equipment, fixtures, or cabling not specified on Exhibit “C” prior to the Commencement Date. Sublessor shall remove the Furniture upon termination of this Sublease, unless otherwise agreed upon by both parties. Sublessee agrees not to perform any construction in Subleased Premises B until after the Expansion Date. Work Allowance for Subleased Premises B will be paid in accordance with Paragraph 10. Sublessee has requested and Sublessor has agreed that on or before the Expansion Date, Sublessor shall oversee and complete the installation of a fire-rated corridor connecting Subleased Premises B to Subleased Premises A (as more particularly described on Exhibit “E” attached hereto and made a part hereof) and otherwise demise the Subleased Premises to Sublessee at Sublessor’s sole cost and expense subject to all damage caused applicable codes and regulations (the “Demising Work”). The costs of the Demising Work, including, without limitation, the costs of installing and painting the demising walls shall be paid by installation and removalSublessor.

ALTERATIONS AND MODIFICATIONS. Sublessee agrees to obtain Sublessor's ’s and Lessor's ’s prior written approval of alterations, modifications, repairs or renovations made to the Subleased Premises. Sublessor agrees that it shall promptly review plans and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterations. Notwithstanding the foregoing, Sublessor's ’s consent to such alterations shall be subject to Lessor's ’s consent thereto. Any alterations, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing non­bearing walls), electrical and mechanical alterations, telephone relocations, and decorating. The structural integrity of the Building will not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In addition, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable law. All Unless expressly agreed to the contrary, all alterations, modifications and renovations, upon completion of construction thereof, shall become part of the Subleased Premises and the property of Sublessor Lessor without payment therefore by Sublessor and shall be surrendered to Sublessor Lessor under the Lease at the end of the Term or upon sooner termination of this Sublease pursuant to the terms hereof; provided. Sublessee shall not be responsible for any alterations that were completed by Sublessor prior to Sublessee occupying the Subleased Premises. Sublessee shall not have any restoration obligations with respect to the Sublessee’s Work. Sublessee has requested and Sublessor has consented to the use of Sublessor’s office furniture, howeveroffice equipment, thatand any existing fixtures and cabling (collectively, if requested by Sublessorthe “Furniture”), Sublessee shall, at Sublessee's sole cost and expense, remove all such alterations, modifications and renovations, or any part or parts thereof specified by Sublessor, from currently located in the Subleased Premises and described on Exhibit “C”, attached hereto. The Furniture is in AS-IS condition and shall repair remain the property of Sublessor. If any repairs are needed to the office equipment, it shall be at Sublessee’s expense. The Furniture shall be returned to the Sublessor in its original condition, ordinary wear and tear and casualty excepted. Sublessor will remove any furniture, equipment, fixtures, or cabling not specified on Exhibit “C” prior to the Commencement Date. Sublessor shall remove the Furniture upon termination of this Sublease, unless otherwise agreed upon by both parties. Sublessee agrees not to perform any construction in Subleased Premises B until after the Expansion Date. Work Allowance for Subleased Premises B will be paid in accordance with Paragraph 10. Sublessee has requested and Sublessor has agreed that on or before the Expansion Date, Sublessor shall oversee and complete the installation of a fire-rated corridor connecting Subleased Premises B to Subleased Premises A (as more particularly described on Exhibit “E” attached hereto and made a part hereof) and otherwise demise the Subleased Premises to Sublessee at Sublessor’s sole cost and expense subject to all damage caused applicable codes and regulations (the “Demising Work”). The costs of the Demising Work, including, without limitation, the costs of installing and painting the demising walls shall be paid by installation and removalSublessor.

ALTERATIONS AND MODIFICATIONS. Sublessee Mercata agrees to obtain SublessorAttachmate's and Lessor----------------------------- Bentall's prior written approval of alterations, modifications, repairs or renovations made to the Subleased Premises. Sublessor agrees that it shall promptly review plans Premises and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterations. Notwithstanding the foregoing, Sublessor's consent to such alterations request shall be subject submitted to LessorBentall and Attachmate in the manner required under Section 25A of the Master Lease, except that Mercata shall not be excluded from seeking approval from Attachmate (but shall be excluded from seeking approval from Bentall) for improvements which cost less than Ten Thousand and No/100 Dollars ($10,000.00). Mercata acknowledges that Attachmate and Bentall's consent theretoapproval of alterations, modifications, repairs or renovations may be conditioned as set forth in the Master Lease. Any alterations, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing walls), electrical and mechanical alterations, telephone relocations, and decorating. The structural integrity of the Building will not be disturbed in any way. Sublessee Mercata shall provide Sublessor Attachmate and Bentall with a waiver of liens prior to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In addition, Sublessee Mercata agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable law. All permanent alterations, modifications and renovations, upon completion of construction thereof, at the option of Attachmate, shall become part of the Subleased Premises and the property of Sublessor Attachmate without payment therefore therefor by Sublessor Attachmate and shall shall, at the option of Attachmate, be surrendered to Sublessor Attachmate at the end of the Term Term, any extended term or upon sooner termination of this Sublease pursuant to the terms hereof; provided, however, that, if requested by Sublessor, Sublessee shall, at Sublessee's sole cost and expense, remove all such alterations, modifications and renovations, of the Sublease or any part or parts thereof specified by Sublessor, from the Subleased Premises and shall repair all damage caused by installation and removalMaster Lease.

ALTERATIONS AND MODIFICATIONS. Sublessee agrees 9.01 Tenant shall take good care of the Premises and shall not make alterations to obtain Sublessor's and Lessor's the Premises without the prior written approval consent of alterations, modifications, repairs Landlord which consent shall not be unreasonably withheld or renovations made to the Subleased Premises. Sublessor agrees that it shall promptly review plans and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterationsdelayed. Notwithstanding the foregoing, Sublessor's consent Tenant shall have the right to such alterations shall be subject to Lessor's consent thereto. Any alterations, modifications or renovations of or to the Subleased Premises shall be limited to partition make decorative changes (non-bearing walls)e.g. painting, electrical and mechanical alterationscarpet, telephone relocations, and decorating. The structural integrity of the Building will not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In addition, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable lawetc.) without Landlord’s consent. All alterations, modifications improvements, and renovations, upon completion changes that Tenant may desire shall be done at the expense of construction thereof, Tenant and shall become part of the Subleased Premises and the property of Sublessor without payment therefore by Sublessor Landlord and shall be surrendered to Sublessor remain on the Premises, except that at the end option of the Term or upon sooner termination of this Sublease pursuant to the terms hereof; providedLandlord, however, that, if requested by Sublessor, Sublessee Tenant shall, at Sublessee's sole cost and Tenant’s expense, remove from the Premises all specialty alterations not customarily found in an office build-out of space. Notwithstanding the foregoing, Tenant shall not be required to remove from the Premises any of the alterations or improvements that exist on the date of this Lease. In the event Landlord fails to respond to Tenant’s written request for approval of its proposed alterations within ten (10) business days after delivery of such request, Tenant may send a second request for approval to Landlord and in the event Landlord still fails to respond to Tenant’s request for approval within three (3) business days after delivery of such second written request, such alteration request shall be deemed approved. Upon reasonable advance notice, Landlord shall have the right to inspect the progress Tenant’s alterations. A copy of all plans, modifications permits and renovations, appropriate insurance documentation shall be provided by Tenant to Landlord upon the request of Landlord. All damage or injury to the Premises by Tenant or any part person who may be in or parts thereof specified on the Premises (except for Landlord Parties as hereinafter defined) shall be paid for by SublessorTenant. Tenant shall, from at the Subleased Premises and shall repair all damage caused by installation and removal.termination

ALTERATIONS AND MODIFICATIONS. Sublessee agrees to obtain Sublessor's and ----------------------------- Lessor's (if required under the Lease) prior written approval of alterations, modifications, repairs or renovations made to the Subleased Premises. Sublessor agrees that it shall promptly review plans and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterations. Notwithstanding the foregoing, Sublessor's consent to such alterations shall be subject to Lessor's consent theretothereto if required. Any alterations, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing nonbearing walls), electrical electrical, mechanical and mechanical plumbing alterations, telephone relocations, and decorating. The structural integrity of the Building will shall not be disturbed in any way. Sublessee shall provide Sublessor with a waiver partial releases of liens prior to commencing with receipt of the commencement of any alterations or modifications to the Subleased Premises second progress payment and a final release of liens at the upon completion of any alterations or modifications to the Subleased Premises executed by all contractors or subcontractors who performed such alterations or modifications. In addition, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable law. All alterations, modifications and renovations, upon completion of construction thereof, shall become part of the Subleased Premises and the property of Sublessor without payment therefore by Sublessor and shall be surrendered to Sublessor at the end of the Term or upon sooner termination of this Sublease pursuant to the terms hereof; provided, however, that, if requested by SublessorSublessor at the time Sublessor grants its approval therefor, Sublessee shall, at Sublessee's sole cost and expense, remove all such alterations, modifications and renovations, or any part or parts thereof specified by Sublessor, from the Subleased Premises and shall repair all damage caused by such installation and removal. Notwithstanding anything to the contrary contained in this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇▇ will secure Sublessor's approval for all work performed by Sublessee to the Subleased Premises, including but not limited to, design/space planning specifications, architectural and construction specifications and contracts, and contractors and subcontractors performing work in the Subleased Premises. Sublessee shall be responsible to reimburse Sublessor for the reasonable hourly cost of Sublessor's architect to review all Sublessee's plans and specifications in conjunction with Sublessor's consent thereto. Notwithstanding the foregoing, Sublessor's consent shall create no liability or responsibility of any kind on the part of Sublessor for the completeness, design sufficiency, or compliance with any laws, ordinances, directions, codes, regulations or requirements of governmental agencies or authorities as related to Sublessee's drawings, specifications or work. Sublessee shall have the responsibility, at Sublessee's sole cost and expense, for obtaining all approvals and permits from the governmental authorities having jurisdiction over the Subleased Premises for the construction of all alterations and related improvements in the Subleased Premises. Prior to commencing construction of any alterations, Sublessee shall be responsible for (a) obtaining builder's risk and all other insurance as required, naming Sublessor and Lessor as additional insureds, and (b) indemnifying and holding harmless both Sublessor and Lessor and their respective agents, representatives and employees from and against all liability, claims, demands, expenses, damages and judgments arising from property damage or injury to third parties (including wrongful death) during the construction of any alterations unless due to the gross negligence or willful misconduct of Sublessor or Lessor or their respective agents, representatives or employees. Said insurance and indemnity shall be in full force and effect for the period beginning with the commencement of construction and ending on the completion of construction. During such period, the risk of loss for damage to the alterations occurring because of fire or any other casualty relating to Sublessee's work on the Subleased Premises shall be absolutely borne by Sublessee, except to the extent caused by the gross negligence or willful misconduct of Sublessor, its agents, employees or contractors. Sublessee shall cause the Subleased Premises and all related improvements to be constructed free of any mechanic's or materialmans' lien, claim or charge and shall indemnify Sublessor and Lessor absolutely against any and all such liability that may arise after the Commencement Date on account of the construction, improvements and alterations for which Sublessee is responsible. Sublessee shall cause the general contractor and subcontractor to file lien waivers and releases as work commences and progresses in accordance with procedures and practices in the Commonwealth of Virginia Sublessee shall, and shall cause all general contractors and subcontractors performing alterations in the Subleased Premises, at all times to use its and their reasonable efforts to conduct its and their activities in a manner which will not interfere with either Sublessor's use of the Building or its business thereon, or Sublessor's use of the Premises or its business therein. Sublessee shall be responsible for the removal of debris and cleaning of space during the construction of any alterations.

ALTERATIONS AND MODIFICATIONS. Sublessee agrees A. Lessee shall have no right to obtain Sublessor's and Lessor's prior written approval of alterationsremodel the Lease Premises or to make additions, modifications, repairs and improvements thereto, except at its own expense and with the prior written permission of the City Manager. Any proposed changes or renovations made modifications by Lessee (“Lessee Improvements”) will be submitted to the Subleased Premises. Sublessor agrees that it shall promptly review plans City Manager along with detail drawings and drawings submitted specifications, as required by the City, showing the structural change or modification, if any, and that it the City Manager will not unreasonably delay grant or deny approval with respect permission to non-structural alterationsmake such change within fifteen (15) calendear days. Notwithstanding The City Manager’s permission shall not serve as a substitute for the foregoingCity’s site review process or for obtaining required building permits or other approvals required by City ordinances or building codes, Sublessor's consent to such alterations shall be subject to Lessor's consent theretostate and federal law or other agency regulations. Any alterationsSuch additions, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing walls), electrical and mechanical alterations, telephone relocationsmodifications, and decorating. The structural integrity of the Building will improvements shall not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior way damage the Lease Premises, or cause it to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In additionbe used for purposes other than those authorized herein, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance removed by the Lessee at the City’s request. B. Lessee agrees to pay promptly all costs associated with all applicable law. All alterationsany approved additions, modifications modification, and renovations, upon completion of construction thereof, shall become part of improvements to the Subleased Lease Premises and shall not cause or suffer any lien or encumbrance to be asserted against the property of Sublessor without payment therefore by Sublessor and shall Lease Premises or the Property. In the event that Lessee causes or suffers any lien or encumbrance to be surrendered to Sublessor at asserted against the end of Lease Premises or the Term or upon sooner termination of Property associated with this Sublease pursuant to the terms hereof; providedAgreement, however, that, if requested by Sublessor, Sublessee shallLessee, at Sublessee's its sole cost and expense, remove shall promptly cause such lien or encumbrance to be removed. C. Lessee acknowledges and agrees that as between City and Lessee, it shall be the responsibility of the Lessee to comply with all such alterationsstate and federal laws and regulations applicable to Lessee’s use, modifications alteration, modification of the Lease Premises or with respect to any improvements required to be made to the Lease Premises by the Americans with Disabilities Act (“ADA”) of 1990 (42 U.S.C. 12101 et seq.), any amendment thereto or regulations promulgated thereunder. Lessee shall defend, indemnify, and renovations, hold harmless the City with respect to any ADA claims of Lessee or any part or parts thereof specified third party resulting from Lessee’s use of the Lease Premises. D. Atttached hereto as Exhibit “D” and incorporated herein by Sublessorreference for all purposes, from as if fully set forth in this Agreement, is an Asbestos Disclosure Form notifying the Subleased Lessee that the Lease Premises and shall repair all damage caused by installation and removalmay contain asbestsos materials.

ALTERATIONS AND MODIFICATIONS. Sublessee agrees A. Lessee shall have no right to obtain Sublessor's and Lessor's prior written approval of alterationsremodel the Lease Premises or to make additions, modifications, repairs and improvements thereto, except at its own expense and with the prior written permission of the City Manager. Any proposed changes or renovations made modifications by Lessee (“Lessee Improvements”) will be submitted to the Subleased Premises. Sublessor agrees that it shall promptly review plans City Manager along with detail drawings and drawings submitted specifications, as required by the City, showing the structural change or modification, if any, and that it the City Manager will not unreasonably delay grant or deny approval with respect permission in writing to non-structural alterationsmake such change within fifteen (15) calendar days. Notwithstanding The City Manager’s permission shall not serve as a substitute for the foregoingCity’s site review process or for obtaining required building permits or other approvals required by City ordinances or building codes, Sublessor's consent to such alterations shall be subject to Lessor's consent theretostate and federal law or other agency regulations. Any alterationsSuch additions, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing walls), electrical and mechanical alterations, telephone relocationsmodifications, and decorating. The structural integrity of the Building will improvements shall not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior way damage the Lease Premises, or cause it to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In additionbe used for purposes other than those authorized herein, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance removed by the Lessee at the City’s request. B. Lessee agrees to pay promptly all costs associated with all applicable law. All alterationsany approved additions, modifications modification, and renovations, upon completion of construction thereof, shall become part of improvements to the Subleased Lease Premises and shall not cause or suffer any lien or encumbrance to be asserted against the property of Sublessor without payment therefore by Sublessor and shall Lease Premises or the Property. In the event that Lessee causes or suffers any lien or encumbrance to be surrendered to Sublessor at asserted against the end of Lease Premises or the Term or upon sooner termination of Property associated with this Sublease pursuant to the terms hereof; providedAgreement, however, that, if requested by Sublessor, Sublessee shallLessee, at Sublessee's its sole cost and expense, remove shall promptly cause such lien or encumbrance to be removed. C. Lessee acknowledges and agrees that as between City and Lessee, it shall be the responsibility of the Lessee to comply with all such alterationsstate and federal laws and regulations applicable to Lessee’s use, modifications alteration, modification of the Lease Premises or with respect to any improvements required to be made to the Lease Premises by the Americans with Disabilities Act (“ADA”) of 1990 (42 U.S.C. 12101 et seq.), any amendment thereto or regulations promulgated thereunder. Lessee shall defend, indemnify, and renovations, hold harmless the City with respect to any ADA claims of Lessee or any part or parts thereof specified third party resulting from Lessee’s use of the Lease Premises. D. Atttached hereto as Exhibit “D” and incorporated herein by Sublessorreference for all purposes, from as if fully set forth in this Agreement, is an Asbestos Disclosure Form notifying the Subleased Lessee that the Lease Premises and shall repair all damage caused by installation and removalmay contain asbestsos materials.

ALTERATIONS AND MODIFICATIONS. Sublessee agrees Tenant shall not make any alterations, additions or improvements to obtain Sublessor's and Lessor's the Premises without the prior written consent of Landlord. Plans and specifications for any desired building or facility modifications must be submitted to and approved by Landlord prior to implementation by Tenant. The cost of any modifications requested by Tenant to systems used in the Amgen Complex that affect the Premises, including but not limited to the fire monitoring system, sprinkler protection system and BMS, if any, shall be charged to Tenant as Additional Rent. No Fixtures shall be removed from the Premises or modified in any respect without the prior written consent of Landlord. Consent or approval of alterationsLandlord, modificationswhere required for actions by Tenant in this paragraph, repairs or renovations made to shall not be unreasonably withheld. Tenant shall keep posted on the Subleased Premises. Sublessor agrees , and shall personally serve upon contractors and subcontractors, a notice stating that it Landlord's interest in the Amgen Complex shall promptly review plans and drawings submitted and that it will not unreasonably delay or deny approval with respect to non-structural alterations. Notwithstanding the foregoing, Sublessor's consent to such alterations shall be subject to Lessorany lien for Tenant's consent theretowork. Tenant shall provide Landlord with certificates evidencing that all contractors and subcontractors have adequate work▇▇▇'▇ ▇▇▇pensation insurance and builder's risk insurance satisfactory to Landlord. Any alterationssuch work including wall covering, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (nonpaneling and built-bearing walls)in cabinet work, electrical but excepting movable furniture and mechanical alterations, telephone relocations, and decorating. The structural integrity of the Building will not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In addition, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance with all applicable law. All alterations, modifications and renovations, upon completion of construction thereoftrade fixtures, shall at once become a part of the Subleased Premises realty and the property of Sublessor without payment therefore by Sublessor belong to Landlord and shall be surrendered to Sublessor at with the end Premises. Upon the expiration of the Term or upon sooner termination of this Sublease pursuant to hereof (the terms hereof; provided"Expiration Date"), however, thatTenant shall, if requested by SublessorLandlord, Sublessee shallwithin five days after the Expiration Date, at SublesseeTenant's sole cost and expense, remove all any alterations, additions, or improvements made by Tenant, and Tenant shall, at its sole cost and expense, repair any damage to the Premises caused by such removal. If Tenant fails to remove any such alterations, modifications additions or improvements, Landlord may remove same at Tenant's sole cost and renovationsexpense. Tenant shall also remove all furnishings, equipment, trade fixtures and other removable equipment, except those Fixtures described on EXHIBIT A, within five days after the Expiration Date. If Tenant fails to remove such property, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirements of any notice to Tenant, (i) to treat such property, or any part portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (ii) to elect to remove and store such property, or parts thereof specified by Sublessorany portion thereof, from the Subleased Premises on Tenant's behalf (but without assuming any liability to any person) and shall repair at Tenant's sole cost and expense, with reimbursement therefor to be made to Landlord upon demand; and/or (iii) to sell, give away, donate or dispose of as trash or refuse any or all damage caused by installation and removalof such property without any responsibility to deliver to Tenant any proceeds therefrom.

ALTERATIONS AND MODIFICATIONS. Sublessee agrees A. Lessee shall have no right to obtain Sublessor's and Lessor's prior written approval of alterationsremodel the Lease Premises or to make additions, modifications, repairs and improvements thereto, except at its own expense and with the prior written permission of the City Manager. Any proposed changes or renovations made modifications by Lessee (“Lessee Improvements”) will be submitted to the Subleased Premises. Sublessor agrees that it shall promptly review plans City Manager along with detail drawings and drawings submitted specifications, as required by the City, showing the structural change or modification, if any, and that it the City Manager will not unreasonably delay grant or deny approval with respect permission to non-structural alterationsmake such change within fifteen (15) calendear days. Notwithstanding The City Manager’s permission shall not serve as a substitute for the foregoingcity’s site review process or for obtaining required building permits or other approvals required by city ordinances or building codes, Sublessor's consent to such alterations shall be subject to Lessor's consent theretostate and federal law or other agency regulations. Any alterationsSuch additions, modifications or renovations of or to the Subleased Premises shall be limited to partition changes (non-bearing walls), electrical and mechanical alterations, telephone relocationsmodifications, and decorating. The structural integrity of the Building will improvements shall not be disturbed in any way. Sublessee shall provide Sublessor with a waiver of liens prior way damage the Lease Premises, or cause it to the commencement of any alterations or modifications to the Subleased Premises and a release of liens at the completion of any alterations or modifications to the Subleased Premises executed by all contractors who performed such alterations or modifications. In additionbe used for purposes other than those authorized herein, Sublessee agrees that all work performed upon the Subleased Premises shall be done in a good and workmanlike manner and shall be in accordance removed by the Lessee at the City’s request. B. Lessee agrees to pay promptly all costs associated with all applicable law. All alterationsany approved additions, modifications modification, and renovations, upon completion of construction thereof, shall become part of improvements to the Subleased Lease Premises and shall not cause or suffer any lien or encumbrance to be asserted against the property of Sublessor without payment therefore by Sublessor and shall Lease Premises or the Property. In the event that Lessee causes or suffers any lien or encumbrance to be surrendered to Sublessor at asserted against the end of Lease Premises or the Term or upon sooner termination of Property associated with this Sublease pursuant to the terms hereof; providedAgreement, however, that, if requested by Sublessor, Sublessee shallLessee, at Sublessee's its sole cost and expense, remove shall promptly cause such lien or encumbrance to be removed. C. Lessee acknowledges and agrees that as between City and Lessee, it shall be the responsibility of the Lessee to comply with all such alterationsstate and federal laws and regulations applicable to Lessee’s use, modifications alteration, modification of the Lease Premises or with respect to any improvements required to be made to the Lease Premises by the Americans with Disabilities Act (“ADA”) of 1990 (42 U.S.C. 12101 et seq.), any amendment thereto or regulations promulgated thereunder. Lessee shall defend, indemnify, and renovations, hold harmless the City with respect to any ADA claims of Lessee or any part or parts thereof specified third party resulting from Lessee’s use of the Lease Premises. D. Atttached hereto as Exhibit “C” and incorporated herein by Sublessorreference for all purposes, from as if fully set forth in this Agreement, is an Asbestos Disclosure Form notifying the Subleased Lessee that the Lease Premises and shall repair all damage caused by installation and removalmay contain asbestsos materials.