Common use of Right to Make Alterations Clause in Contracts

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the Premises, other than interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Thousand Dollars ($100,000) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereof.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the PremisesPremises or the Building, other than interior non-structural alterations ("COSMETIC ALTERATIONS") in the Premises costing less than One Hundred (i) Twenty-Five Thousand Dollars ($100,00025,000) for any single alteration or improvement or set of related and substantially concurrent alterations or improvements, and (ii) Seventy-Five Thousand Dollars ($75,000) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed conditioned or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, good and workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's ’s consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise)All architects, Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans contractors and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors subcontractors engaged by Tenant for work in or related to the Buildings Premises shall be subject to prior written approval by Landlord (which approval shall not be unreasonably withheld, conditioned or on the Real Property delayed), and Tenant shall cause all such contractors and subcontractors to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord Landlord, the additional insureds specified in Section 10.1(a) below, and any of its partners, shareholders, property managers and lenders other persons or entities reasonably designated in writing by Landlord from time to time as persons or entities to be designated as additional insureds for purposes of such Section 10.1(a) and/or for purposes of this purposeSection 7.1, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. In addition, to the extent Tenant engages any outside contractors for the construction of any alterations, additions or improvements governed by this Section 7.1, Tenant shall comply with the union labor requirement set forth in Section 17.24 below. Notwithstanding any other provisions of this Section 9.17.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building materially affecting any Building systems, except Cosmetic Alterations, without Landlord's ’s prior written consent (which consent shall not be unreasonably withheld, delayed conditioned or conditioneddelayed). Landlord's failure to respond within fifteen (15Tenant shall provide Landlord with as-built drawings and with a copy of the signed building permit(s) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any all alterations, additions or and improvements constructed or installed by Tenant under from time to time in and about the Premises. In connection with any request by Tenant for approval of alterations, additions or improvements pursuant to this Lease Section 7.1, Tenant shall reimburse to Landlord an amount equal to the reasonable fees and costs incurred by Landlord for third-party review of proposed and/or revised plans, specifications, drawings and other design and construction documents for such alterations, additions or improvements, to the extent such review is reasonably deemed by Landlord to be necessary or appropriate (including but not limited to, as applicable, review by architects, engineers, environmental consultants and other third-party professionals and by Landlord’s third-party project manager or property manager, if applicable). Any such direct reimbursement shall be due and payable within thirty (30) days after delivery to Tenant of Landlord’s written request for such reimbursement, accompanied by copies of invoices or other documentation reasonably supporting or evidencing the date hereofamounts for which reimbursement is claimed. Notwithstanding any of the foregoing provisions, Tenant’s initial construction of alterations and improvements in any portion of the Premises in connection with Tenant’s initial occupancy of the Premises shall be governed by the Workletter and shall not be subject to the provisions of this Section 7.1.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the Premises, the buildings in which the Premises are located or the Center. other than (i) alterations, additions or improvements to Tenant's Property (as defined in, and subject to the provisions of, Section 9.2 below), and/or (ii) other interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Fifty Thousand Dollars ($100,00050,000.00) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed withheld or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings Premises or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed). If Tenant so requests in seeking Landlord's failure consent to respond within fifteen any alterations, additions or improvements, Landlord shall specify in granting such consent whether Landlord intends to require that Tenant remove such alterations, additions or improvements (15or any specified portions thereof) days following Tenant's request shall be deemed approvalupon expiration or termination of this Lease. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent conditions in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofLease.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the PremisesPremises or the Building, other than interior non-structural alterations ("COSMETIC ALTERATIONS") in the Premises costing less than One Hundred (i) Twenty-Five Thousand Dollars ($100,00025,000) for any single alteration or improvement or set of related and substantially concurrent alterations or improvements, and (ii) Seventy-Five Thousand Dollars ($75,000) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed conditioned or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, good and workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's ’s consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise)All architects, Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans contractors and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors subcontractors engaged by Tenant for work in or related to the Buildings Premises shall be subject to prior written approval by Landlord (which approval shall not be unreasonably withheld, conditioned or on the Real Property delayed), and Tenant shall cause all such contractors and subcontractors to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its parent company (HCP, Inc.), partners, shareholders, members, contractors, property managers managers, project managers, lenders and lenders other parties designated in writing by Landlord from time to time for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.17.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the materially affecting any building systems, except Cosmetic Alterations, without Landlord's ’s prior written consent (which consent shall not be unreasonably withheld, delayed conditioned or conditioneddelayed). Landlord's failure to respond within fifteen (15Tenant shall provide Landlord with as-built drawings and with a copy of the signed building permit(s) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any all alterations, additions or and improvements constructed or installed by Tenant under from time to time in and about the Premises. In connection with any request by Tenant for approval of alterations, additions or improvements pursuant to this Lease Section 7.1, Tenant shall reimburse to Landlord an amount equal to the reasonable fees and costs incurred by Landlord for third-party review of proposed and/or revised plans, specifications, drawings and other design and construction documents for such alterations, additions or improvements, to the extent such review is reasonably deemed by Landlord to be necessary or appropriate (including but not limited to, as applicable, review by architects, engineers, environmental consultants and other third-party professionals and by Landlord’s third-party project manager or property manager, if applicable). Any such direct reimbursement shall be due and payable within twenty (20) days after delivery to Tenant of Landlord’s written request for such reimbursement, accompanied by copies of invoices or other documentation reasonably supporting or evidencing the date hereofamounts for which reimbursement is claimed. Notwithstanding any of the foregoing provisions, Tenant’s initial construction of alterations and improvements in any portion of the Premises in connection with Tenant’s initial occupancy of such portion of the Premises shall be governed by the Workletter and shall not be subject to the provisions of this Section 7.1.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the PremisesPremises or the Building, other than interior non-structural alterations ("COSMETIC ALTERATIONS") in the Premises costing less than One Hundred (i) Fifteen Thousand Dollars ($100,00015,000) for any single alteration or improvement or set of related and substantially concurrent alterations or improvements, and (ii) Thirty Thousand Dollars ($30,000) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed conditioned or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, good and workmanlike manner, in compliance with space plans, working drawings and other customary plans and specifications approved in writing by Landlord (unless such approval is not required pursuant to the terms of the first sentence of this Section) and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's ’s consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise)All architects, Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans contractors and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors subcontractors engaged by Tenant for work in or related to the Buildings Premises shall be subject to prior written approval by Landlord (which approval shall not be unreasonably withheld, conditioned or on the Real Property delayed), and Tenant shall cause all such contractors and subcontractors to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers managers, project managers, contractors, lenders and lenders other parties reasonably designated in writing by Landlord from time to time for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the materially affecting any building systems, except Cosmetic Alterations, without Landlord's ’s prior written consent (which consent shall not be unreasonably withheld, delayed conditioned or conditioneddelayed). Landlord's failure to respond within fifteen Tenant shall provide Landlord with as-built drawings (15if the nature of the work requires drawings) days following Tenant's request shall be deemed approval. Landlord shall receive no fee and with a copy of the signed building permit(s) (if the nature of the work requires a building permit) for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any all alterations, additions or and improvements constructed or installed by Tenant under this Lease after from time to time in and about the date hereofPremises.

Right to Make Alterations. Tenant shall not make no alterations, additions or improvements permit any Tenant Party to make any Alterations in or to the PremisesPremises without Landlord’s prior written consent. However, provided that Tenant provides Landlord at least five (5) business days’ prior written notice of such Alterations, Landlord’s consent shall not be required with respect to the following Alterations: (i) any interior cosmetic or decorative Alteration (such as the installation of paint or wall coverings) or (ii) other than interior non-structural alterations which ("COSMETIC ALTERATIONS"a) costing do not affect the functioning of the Building’s mechanical, electrical, plumbing or HVAC systems, (b) are not readily visible from the exterior of the Premises and (c) cost less than One Hundred Thousand Dollars ($100,000) 250,000.00 in the aggregate during in any twelve (12) month period, without the prior written consent of one instance. Landlord, which ’s consent shall not be unreasonably withheld, conditioned or delayed with respect to any proposed Alteration that (x) does not affect the structure of the Building, (y) does not affect the functioning of the Building’s mechanical, electrical, plumbing or conditionedHVAC systems, and if (z) is not readily visible from the exterior of the Premises. Any Alteration made by Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittal. All alterations, additions and improvements shall be completed with due diligence made in a first-classgood and workmanlike manner by an experienced, workmanlike mannerreputable contractor reasonably approved by Landlord, in compliance accordance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall approval will not be unreasonably withheld, delayed conditioned or conditioneddelayed), and in accordance with all applicable legal requirements and requirements of any insurance company insuring the Building. Unless required by law, Tenant will not be required to use union labor or union contractors for the performance of any initial Tenant’s Work to the Premises pursuant to Exhibit 4.1 or for any of Tenant’s initial improvements to the Put Premises unless required by law; however, subject to Section 1C of Exhibit 4.1, Tenant shall cause all labor engaged by Tenant or any person claiming through or under Tenant to work in harmony with any labor engaged by Landlord or any other tenant or occupant of the Building (including, without limitation, any permitted subtenants and successors of such tenants) under leases executed prior to the Execution Date. Notwithstanding anything in this Lease to the contrary, if any mechanic’s or materialman’s lien (or a petition to establish such lien) is filed in connection with any Alteration for which Tenant is responsible, then such lien (or petition) shall be discharged by Tenant at Tenant’s expense within ten (10) days thereafter by the payment thereof or the filing of a bond acceptable to Landlord. If Tenant shall fail to discharge any such mechanic’s or materialman’s lien, Landlord may, at its option, discharge such lien and treat the cost thereof (including reasonable attorneys’ fees incurred in connection therewith) as Additional Rent payable with the next monthly installment of Annual Fixed Rent falling due. Landlord's failure ’s consent to respond within fifteen (15) days following Tenant's request the making of any Alteration shall not be deemed approvalto constitute Landlord’s consent to subject its interest in the Premises, the Building or the Lot to any mechanic’s or materialman’s lien which may be filed in connection therewith. As set forth in Section 3A of Exhibit 4.1, Landlord shall receive no fee for supervisiona Construction Management Fee with respect to any Project, profitas defined in Section 3A of Exhibit 4.1, overhead or general conditions, but and Tenant shall be entitled to be reimbursed by Tenant also reimburse Landlord for any reasonable third party fees (e.g., the cost of reviewing Tenant’s plans by a structural engineer, MEP engineer and/or security consultant, if Landlord reasonably deems that such review is necessary) incurred to review Tenant’s plans for any Project (“Third Party Review Fees”). In addition, with respect to any other Alterations made by Tenant: (1) Landlord shall, subject to the next following sentence, receive a construction management fee (the “Construction Management Fee”) equal to one percent (1%) of the sum of (i) Hard Costs plus (ii) any architectural, engineering and designs costs incurred with respect to such Alterations, and (2) Tenant shall also reimburse Landlord for any Third Party Review Fees incurred by Landlord in connection with its retention such Alterations. Notwithstanding the foregoing, the amount of third parties Construction Management Fee with respect to assist the Existing Premises Project (as such term is defined in its review Section 3(A) of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed Exhibit 4.1) shall be reduced by Tenant under this Lease after the date hereof$4,308.12.

Right to Make Alterations. At all times during the term of this Lease, except as provided in Section 16, Tenant shall have the right to make no alterations, additions or and improvements (collectively, “Alterations”) to the Premises, other than interior or exterior of the Properties and parking areas adjacent to the Properties as more particularly set forth herein. Tenant shall have the right to make Alterations in its reasonable business judgment at any time to the extent such Alterations are non-structural alterations ("COSMETIC ALTERATIONS") costing or are structural in nature but shall cost less than One Hundred Thousand Dollars the Alteration Threshold ($100,000as defined below), provided, as to structural alterations that are less than the Alteration Threshold but more than the Notice Threshold (as defined below), Tenant shall provide notice to Landlord of any such alterations no later than twenty (20) business days prior to beginning such alterations, such that the Landlord has sufficient time to post a notice of non-responsibility. Alterations that will cost in excess of the Alteration Threshold in the aggregate during any twelve (12) month period, and that are structural in nature shall not be made by Tenant without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed or conditioned. Any Alterations that may be made or installed by Tenant shall remain upon the Properties and, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon at the expiration or earlier termination of this Lease, shall be surrendered with the Properties to Landlord, except to the extent involving Tenant’s Personal Property. Landlord's failure to respond within fifteen All Alterations shall be accomplished by Tenant in a good workmanlike manner, in conformity with applicable laws, regulations and covenants, conditions and restrictions encumbering the Properties, and by a licensed contractor. At least twenty (1520) days prior to commencement of Tenant's request or notice to Landlord shall be deemed any work that requires Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. ’s approval, Tenant shall provide to Landlord copies of any plans submitted to any all required permits and governmental agency in connection with the construction of any Cosmetic Alterationsapprovals, and within thirty (30) days of following such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise)work, Tenant shall provide to Landlord with a cost estimate to perform the alterationscopies of all available completion of inspection reports and proof of payment of all labor and materials, including, without limitation, a set of plans and specifications for the proposed work, and a set of final "as built" plans copy of the work actually performedgeneral contractor’s and subcontractors’ final unconditional lien releases. Tenant shall cause pay when due all claims for such labor and materials and shall give Landlord at least twenty (20) days’ prior written notice of the commencement of any contractors engaged by Tenant for such work in the Buildings or on cost of which shall exceed the Real Property to maintain public liability and property damage insuranceNotice Threshold. Landlord may enter upon the Properties, and other customary insurance, with such terms and in such amounts as Landlord may reasonably requirecase, naming as additional insureds Landlord and any for the purpose of its partnersposting appropriate notices, shareholdersincluding, property managers and lenders designated by Landlord for this purposebut not limited to, and shall furnish Landlord with certificates notices of insurance or other evidence that such coverage is in effectnon-responsibility. Notwithstanding any other provisions For purposes of this Section 9.111.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereof.term “

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the Premises, the buildings in which the Premises are located or the Center, other than (i) alterations, additions or improvements to Tenant’s Property (as defined in, and subject to the provisions of, Section 9.2 below), and/or (ii) other interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Fifty Thousand Dollars ($100,00050,000.00) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed withheld or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's ’s consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings Premises or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this this’ Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's ’s prior written consent (which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed). If Tenant so requests in seeking Landlord's failure ’s consent to respond within fifteen any alterations, additions or improvements, Landlord shall specify in granting such consent whether Landlord intends to require that Tenant remove such alterations, additions or improvements (15or any specified portions thereof) days following Tenant's request shall be deemed approvalupon expiration or termination of this Lease. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent conditions in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofLease.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the Premises, other than interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Thousand Dollars ($100,000) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereof.shall

Right to Make Alterations. At all times during the term of this Lease, Tenant shall have the right to make no alterations, additions or additions, and improvements to the interior or exterior of the Premises and parking areas adjacent to the Premises. Nevertheless, other than interior non-structural any one alteration or addition, or related series of alterations ("COSMETIC ALTERATIONS") costing less than One Hundred or additions, that is over Fifty Thousand Dollars ($100,00050,000) or is structural in the aggregate during any twelve (12) month period, nature or affects building systems shall not be made by Tenant without the prior written consent of Landlord, which such consent shall not be unreasonably withheld, delayed conditioned or conditioneddelayed. Any alterations, additions, and if improvements which may be made or installed by Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with removed from the Premises at the end termination or expiration of this Lease if Landlord's consent thereto was required and Landlord conditioned such consent on such removal. In addition, if Landlord, in Landlord's sole discretion, shall elect to require Tenant, by written notice to Tenant, to restore some or all of the Premises to the condition existing when Tenant or an affiliate first acquired title to the Premises, then Tenant shall, diligently and in a good and workmanlike manner, commence and complete such restoration, lien free and otherwise in accordance with the terms and conditions of this Lease, on or before the termination or expiration of this Lease Termif commercially reasonable to do. If it is not commercially reasonable for Tenant to complete such restoration by such expiration or termination, then Tenant shall do so as soon as reasonably possible thereafter. Landlord shall give any such notice requiring such restoration, if at all, by no later than the date occurring 30 days after the date of such expiration or termination. Otherwise, any such alterations, additions, and improvements shall remain upon the Premises and be surrendered with the Premises to Landlord. Any alteration, addition, or improvement shall be accomplished by Tenant in a good workmanlike manner, in conformity with applicable laws and regulations and by a contractor approved by Landlord. Upon completion of any work, Tenant shall provide to Landlord "as-built" plans, copies of any plans submitted to any all construction contracts, building permits, inspection reports and all other required governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulationsapprovals, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to proof of payment of all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans labor and specifications for the proposed work, and a set of final "as built" plans of the work actually performedmaterials. Tenant shall cause pay when due all claims for such labor and materials and shall give Landlord at least twenty (20) days prior written notice of the commencement of any contractors engaged by Tenant for work in such work. Landlord may enter upon the Buildings or on the Real Property to maintain public liability and property damage insurancePremises, and other customary insurance, with such terms and in such amounts as Landlord may reasonably requirecase, naming as additional insureds Landlord and any for the purpose of its partnersposting appropriate notices, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditionsincluding, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention not limited to, notices of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofnonresponsibility.

Right to Make Alterations. At all times during the term of this Lease, Tenant shall have the right to make no alterations, additions or and improvements (collectively, “Alterations”) to the Premisesinterior or exterior of the Premises and parking areas adjacent to the Premises as more particularly set forth herein. Tenant shall have the right to make Alterations including, other than interior without limitation, the addition of food service items, in its reasonable business judgment at any time to the extent such Alterations are non-structural alterations in nature; provided, however Tenant shall give Landlord at least ten ("COSMETIC ALTERATIONS"10) costing less than One days’ prior written notice, for information purposes only, of the commencement of any such non-structural Alterations that will cost in excess of Four Hundred Thousand Dollars ($100,000400,000). Notwithstanding the foregoing, Alterations that are structural in nature and which will cost in excess of Fifty Thousand Dollars ($50,000) in the aggregate during any twelve (12) month period, shall not be made by Tenant without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed, and which shall be deemed given if not denied within ten (10) business days after notice to Landlord. Any Alterations made or installed by Tenant so requestsshall remain upon the Premises and, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon at the expiration or earlier termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord , shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain surrendered with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittalLandlord. All alterations, additions and improvements Alterations shall be completed with due diligence accomplished by Tenant in a first-classgood, expeditious, quality workmanlike manner, in compliance conformity with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, regulations, ordinances, rules orders and regulationscovenants, conditions and to restrictions encumbering the extent Landlord's consent is Premises. Landlord may, if required by applicable law, enter upon the Premises for the purpose of posting appropriate notices, including, but not otherwise required hereunder for such alterationslimited to, additions or improvementsnotices of non-responsibility, Tenant provided that Landlord shall give prompt written reasonable notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord not unreasonably interfere with certificates the progress of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approvalwork. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled agrees to be reimbursed by cooperate with Tenant in filing for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after required permits and authorizations from the date hereofapplicable governmental authorities.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the Premises, the buildings in which the Premises are located or the Center, other than (i) alterations, additions or improvements to Tenant’s Property (as defined in, and subject to the provisions of, Section 9.2 below), and/or (ii) other interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Fifty Thousand Dollars ($100,00050,000.00) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed withheld or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's ’s consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings Premises or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's ’s prior written consent (which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed). If Tenant so requests in seeking Landlord's failure ’s consent to respond within fifteen any alterations, additions or improvements, Landlord shall specify in granting such consent whether Landlord intends to require that Tenant remove such alterations, additions or improvements (15or any specified portions thereof) days following Tenant's request shall be deemed approvalupon expiration or termination of this Lease. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent conditions in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofLease.

Right to Make Alterations. At all times during the term of this Lease, Tenant shall have the right to make no alterations, additions and improvements (“Alterations”) to the interior or improvements exterior of the Premises and parking areas adjacent to the Premises. Nevertheless, other than interior nonany Alterations that are over Twenty-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred five Thousand and 00/100 Dollars ($100,00025,000.00) in the aggregate during any twelve (12) month periodparticular Lease Year, or are structural in nature shall not be made by Tenant without the prior written consent of Landlord, which consent shall not be unreasonably withhelddelayed, delayed withheld or conditionedconditioned (any Alterations which cost less than Twenty-five Thousand and 00/100 Dollars ($25,000.00) and are not structural in nature shall be referred to as “Cosmetic Alterations”). Any Alterations made or installed by Tenant shall remain upon the Premises and, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon at the expiration or earlier termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord Lease shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain surrendered with the Premises at to Landlord. Alterations shall be accomplished by Tenant in a good, expeditious, quality workmanlike manner, in conformity with applicable laws, regulations, ordinances, orders and covenants, conditions and restrictions encumbering the end Premises, and shall be made by a licensed contractor; and with respect to Alterations requiring Landlord’s consent, such contractor shall be approved by Landlord in advance of the Lease Termcommencement of such Alterations. Prior to commencement of any such Alterations, Tenant shall provide to Landlord copies of any plans submitted all required permits and governmental approvals and evidence of insurance of all contractors engaged by Tenant to any governmental agency in connection with perform the construction of any Cosmetic Alterations, within as required by Section 10.5 of this Lease. Within thirty (30) days of such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to completion of the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise)Alterations, Tenant shall provide to Landlord final “as-built” plans, copies of all construction contracts, inspection reports and proof of payment of all labor and materials (including final unconditional lien waivers from the general contractor and all subcontractors); provided, however, that such requirement shall not apply with respect to Cosmetic Alterations unless such Cosmetic Alterations require the Tenant to obtain a cost estimate to perform site plan approval or modification of a previously approved site plan from the alterationsmunicipal site plan review authority, a set special permit or modification of plans and specifications for a previously approved special permit from the proposed workmunicipal special permit granting authority or an Order of Conditions or a modification of a previously approved Order of Conditions from the municipal Conservation Commission, and a set in which case the Tenant shall only be required to provide to Landlord copies of final "as built" plans of the work actually performedsuch approvals obtained. Tenant shall cause any contractors engaged by Tenant pay when due all claims for work in the Buildings or on the Real Property to maintain public liability such labor and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, materials and shall furnish give Landlord with certificates at least ten (10) days’ prior written notice of insurance or other evidence the commencement of any such work; provided, however, that such coverage is in effectrequirement shall not apply with respect to Cosmetic Alterations. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes Prior to the roof or equipment installations on the roof, or commencement of any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall Landlord or its agent may enter upon the Premises for the purpose of posting appropriate notices, including but not be unreasonably withheld, delayed or conditioned). Landlord's failure limited to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention notices of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofnon-responsibility.

Right to Make Alterations. At all times during the term of this Lease, except as provided in this Lease, Tenant shall have the right to make no alterations, additions or and improvements (“Alterations”) to the Premisesinterior or exterior of the Premises and parking areas adjacent to the Premises and Utility Installations. Nevertheless, other than interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Thousand Dollars ($100,000) in the aggregate during any twelve (12) month period, following shall not be made by Tenant without the prior written consent of Landlord, which such consent shall not to be unreasonably withheld, delayed conditioned or conditioneddelayed: Alterations and/or Utility Installations that (a) are expected to cost more than ONE HUNDRED THOUSAND DOLLARS ($100,000) per Site, and if (b) are structural in nature, negatively impact parking, in any manner involve or impact the roofing system, or require a material variance, conditional use permit, or similar instrument from a governmental authority. Subject to any other provision of this Lease to the contrary, any Alterations or Utility Installations made or installed by Tenant so requestsshall remain upon the Premises and, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon at the expiration or earlier termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord , shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain surrendered with the Premises at the end to Landlord. Alterations and Utility Installations shall be accomplished by Tenant in a good, expeditious, high quality and workmanlike manner, in conformity with applicable Laws, and Title Instruments, and by a licensed contractor. Prior to commencement of the Lease Term. any Alterations or Utility Installations, Tenant shall provide to Landlord copies of any documents as shall reasonably be requested by Landlord, including permits and governmental approvals, architectural plans submitted to any governmental agency in connection with the construction and manufacturer specifications. Within reasonably period of time after receipt of a written request from Landlord, following completion of any Cosmetic Alterations, within thirty (30) days of such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide to Landlord with a cost estimate to perform final “as-built” plans, copies of all construction contracts, inspection reports, proof of payment of all labor and materials (including, final unconditional lien waivers from the alterationsgeneral contractor and all subcontractors), and such other documentation as reasonably may be requested by Landlord and previously obtained by Tenant (including digital photographs documenting the progress and completion of the Alterations, and if such Alterations change the footprint of the building, a set survey of plans the Premises prepared by a licensed surveyor or civil engineer, certified to Landlord and specifications for the proposed workTenant, and a set of final "as built" plans of conforming to the work actually performedperformed to the 2016 Minimum Standard Detail Requirements minimum requirements for ALTA/ NSPS land title surveys). Tenant shall cause pay when due all claims for such labor and materials (subject to Tenant’s right to dispute same) and shall use good faith reasonable efforts to give Landlord at least ten (10) days’ prior written notice of the commencement of any contractors engaged by Tenant for work in Alterations or Utility Installations. Upon reasonable prior notice Landlord may enter upon the Buildings or on the Real Property to maintain public liability and property damage insurancePremises, and other customary insurance, with such terms and in such amounts as Landlord may reasonably requirecase, naming as additional insureds Landlord and any for the purpose of its partnersposting appropriate notices, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditionsincluding, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention not limited to, notices of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofnon-responsibility.

Right to Make Alterations. Tenant shall not make no any alterations, additions or improvements to the Premises, other than interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Thousand Dollars ($100,000) in the aggregate during any twelve (12) month period, Premises without the prior written consent of Landlord, except for Tenant's Work as described in Exhibit D and the installation of unattached, moveable trade fixtures which consent shall not may be unreasonably withheldinstalled without drilling, delayed cutting or conditionedotherwise defacing the Premises, and if any other work which does not exceed a cost of $20,000.00 per job or an aggregate cost of $20,000.00 in any twelve (12) month period and which does not impact the Building exterior, structural components, Building equipment or systems, alter the appearance of the Premises as seen from the Building or elevator lobby, or significantly impact the appearance of any public areas within the Premises. Any Work which is divided into more than one phase for the purposes of avoiding the $20,000.00 limit herein specified shall be deemed to be aggregated with the other phases, regardless of the time period which separates the phases. In each instance where Landlord's approval is required hereunder, Tenant so requestsshall reimburse Landlord for all reasonable out of pocket costs and expenses incurred by Landlord in engaging third parties to conduct such review or any portion thereof, regardless of whether the request is approved, in accordance with Section 4.7.3. As further specified in Article 20 below, Tenant is hereby prohibited from creating or placing, or allowing to be created or placed, any lien or encumbrance upon the Premises or the Building as a result of any alterations, additions, improvements, equipment and/or fixtures which may be made or installed upon the Premises. Landlord shall specify whether Landlord intends respond to require that any written request by Tenant remove such Cosmetic Alterations for consent pursuant to this paragraph within seven (or any specified portions thereof7) upon expiration or termination days of this Leasereceipt. Landlord's failure to respond to such request within fifteen seven (157) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withhelddeemed consent. However, delayed or conditioned). if Landlord fails to respond within such seven (7) day period, Tenant may send a second written request to Landlord, and Landlord's failure to respond within fifteen three (153) days following Tenant's of any such second request delivered in accordance with Section 8.4 hereof shall be deemed approval. Landlord shall receive no fee for supervisionconsent if and only if the second request does not propose any new items (i.e., profit, overhead items not already presented or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord not as presented in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereoffirst request.)

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the Premises, other than interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Fifty Thousand Dollars ($100,00050,000.00) in the aggregate during any twelve (12) month periodeach instance, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittal. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for . All such alterations, additions or improvementsand improvements shall be performed solely by a licensed and bonded general contractor approved by Landlord, and Landlord shall be named as an additional insured on such contractor's bond. Landlord may also, at its election, require Tenant shall give prompt written notice thereof to furnish to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a at Tenant's sole cost estimate to perform the alterationsand expense, a set lien and completion bond in an amount equal to one and one-half times the estimated cost of plans and specifications for the proposed any such work, and a set of final "as built" plans to ensure completion of the work actually performedand to protect Landlord against any liens or claims relating thereto. If Tenant wishes to know in advance whether it will be required to remove any specific alteration, addition or improvement upon termination of this Lease, as contemplated in Section 7.2 hereof, then Tenant shall cause any contractors engaged by Tenant make an express written request for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated a determination by Landlord for this purposeat the time Tenant requests Landlord's approval of the applicable alteration, addition or improvement; if Tenant makes such a written request and shall furnish Landlord with certificates does not, in response thereto, advise Tenant that Landlord intends to require (or at least to reserve the right to require) the removal of insurance the applicable alteration, addition or other evidence that such coverage is in effect. Notwithstanding any other provisions improvement upon expiration of this Section 9.1Lease, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent then Landlord shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for request such removal, notwithstanding any reasonable costs incurred by Landlord contrary provisions in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date Section 7.2 hereof.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the PremisesBuildings or the Property, other than interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Fifty Thousand Dollars ($100,00050,000.00) in the aggregate aggregate, per Building, during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed withheld or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's ’s consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's ’s prior written consent (which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed). If Tenant so requests in seeking Landlord's failure ’s consent to respond within fifteen any alterations, additions or improvements, Landlord shall specify in granting such consent whether Landlord intends to require that Tenant remove such alterations, additions or improvements (15or any specified portions thereof) days following Tenant's request shall be deemed approvalupon expiration or termination of this Lease. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent conditions in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofLease.

Right to Make Alterations. Tenant shall make no alterations, additions or ------------------------- improvements to the PremisesBuildings or the Property, other than interior non-non- structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Fifty Thousand Dollars ($100,00050,000.00) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed withheld or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed). If Tenant so requests in seeking Landlord's failure consent to respond within fifteen any alterations, additions or improvements, Landlord shall specify in granting such consent whether Landlord intends to require that Tenant remove such alterations, additions or improvements (15or any specified portions thereof) days following Tenant's request shall be deemed approvalupon expiration or termination of this Lease. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent conditions in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after Lease, whether as part of the date hereofinitial Tenant's Work under Exhibit C or otherwise.

Right to Make Alterations. Tenant shall make no alterations, additions or improvements to the PremisesBuildings or the Property, other than interior non-structural alterations costing less than Forty Thousand Dollars ("COSMETIC ALTERATIONS"$40,000.00) costing for any single project (i.e., any single item of alterations or set of related alterations) and less than One Hundred Thousand Dollars ($100,000100,000.00) in the aggregate during any twelve (12) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed withheld or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittaldelayed. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its members, partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed). If Tenant so requests in seeking Landlord's failure consent to respond within fifteen any alterations, additions or improvements, Landlord shall specify in granting such consent whether Landlord intends to require that Tenant remove such alterations, additions or improvements (15or any specified portions thereof) days following Tenant's request shall be deemed approvalupon expiration or termination of this Lease. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent conditions in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after Lease, whether as part of the date hereofinitial Tenant's Work under the Workletter or otherwise, except for a project management fee as specifically provided in Schedule C-2 attached to the Workletter in connection with the initial Tenant Improvements.

Right to Make Alterations. Tenant shall have the right to make no alterations, additions or improvements (“Alterations”) to the PremisesPremises or the Property (subject, other than interior in the case of any Alterations to the Common Areas, to the provisions of subsection 1.2(a) (above)) from time to time without the prior written consent of Landlord; provided, however, that such Alterations are non-structural alterations and do not involve approval under the Site Management Plan or Environmental Deed Restrictions; and provided further, that ("COSMETIC ALTERATIONS"a) Tenant shall notify Landlord in writing of such Alterations costing less more than One Hundred Thousand Dollars three million dollars ($100,0003,000,000) in the aggregate during any twelve (12) month period, without and (b) Tenant shall obtain the prior advance written consent approval of Landlord, Landlord (which consent shall not be unreasonably withheld, delayed conditioned or conditioned, and if Tenant so requests, Landlord shall specify whether Landlord intends to require that Tenant remove delayed) for such Cosmetic Alterations costing more than five million dollars (or $5,000,000) in the aggregate during any specified portions thereoftwelve (12) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Termmonth period. Tenant shall provide obtain the advance written approval of Landlord to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterationsextent such Alterations involve structural Alterations or the approval under the Site Management Plan or Environmental Deed Restrictions, within thirty (30) days of such submittalwhich approval shall not be unreasonably withheld, conditioned or delayed. All alterations, additions and improvements Alterations shall be completed with due reasonable diligence in a first-class, class workmanlike manner, in compliance with plans and specifications approved in writing by Landlord manner and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With with respect to that portion of the work that involves structural Alterations, shall be in compliance in all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord material respects with a cost estimate to perform the alterations, a set of plans and specifications for the proposed workapproved in writing by Landlord, and a set of final "as built" plans of the work actually performedwhich approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall cause any contractors engaged by Tenant for construction work in the Buildings Premises or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its members, partners, shareholders, property managers and lenders designated in writing by Landlord from time to time for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.18.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterationsor any roof or exterior wall penetrations, without Landlord's ’s prior written consent (which consent shall not be unreasonably withheld, delayed conditioned or conditioneddelayed). Tenant’s Alterations shall not cause any material impairment of Landlord's failure ’s ability to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for lease any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review the Buildings upon the expiration and/or earlier termination of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after or any material and adverse effect on the date hereofvalue of the Property; however, subject to Section 8.2, Tenant shall have the absolute right to remove such Alterations at its election, provided that the Tenant shall promptly repair any damage caused by its removal. At the end of the Term, Tenant shall provide Landlord with a complete set of “as-built” drawings of the Building and, to the extent Tenant has made any Alterations in the Aboveground Structures (other than the Building) or any other portions of the Common Areas, with a complete set of “as-built” drawings of such Alterations.

Right to Make Alterations. Tenant shall make no alterationsalternations, ------------------------- additions or improvements improvements, either with respect to initial occupancy or subsequent thereto, to the Premises, Premises (other than interior interior, non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Twenty-Five Thousand Dollars ($100,00025,000) in the aggregate during any twelve (12a given instance) month period, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, withheld or delayed or conditioned, and if Tenant so requests, shall be deemed to be given unless Landlord shall specify whether Landlord intends deliver to require that Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination written notice of this Lease. Landlord's failure to respond disapproval within fifteen (15) days of receipt of Tenant's request notice or notice to Landlord shall be deemed Landlord's consent to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. Tenant shall provide to Landlord copies of any plans submitted to any governmental agency in connection with the construction of any Cosmetic Alterations, within thirty (30) days of such submittalrequest. All such alterations, additions and improvements shall be completed with due diligence in a first-class, class workmanlike manner, and if Landlord's consent is required as above, in compliance with plans and specifications approved in writing by Landlord Landlord, and in compliance with all applicable laws, ordinances, rules and regulations, regulations and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to LandlordLandlord for purposes of Paragraph 11.2 hereof. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise)In view of the requirement for first-class workmanship, Tenant shall provide Landlord with a cost estimate to perform the any such alterations, additions or improvements which involve the use of a set of plans and specifications for the proposed workcontractor or subcontractor shall be performed by a contractor or subcontractor that employs skilled union labor, and a set of final as further explained in Exhibit "as builtK." plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of to the extent available its partners, shareholders, agents, property managers manager and lenders designated by Landlord for this purposeemployees as additional insureds, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1Paragraph 11.1, under no circumstances shall Tenant make any structural alterations or improvements, or any substantial changes to the roof or substantial equipment installations on the roof, or any substantial changes or alterations to building systems (other than the building systems, except Cosmetic Alterationsdistribution portion thereof), without Landlord's prior written consent (which consent consent. 1. For purposes of this Paragraph 11, the term "building systems" shall not be unreasonably withheldrefer to the central plant portions of the mechanical, delayed electrical and heating, ventilation and air conditioning systems of the Initial Building. Notwithstanding any provision herein to the contrary, at the termination or conditioned). Landlord's failure to respond within fifteen (15) days following expiration of this Lease, Tenant shall provide Landlord with final, as-built, plans, specifications and drawings of all alternations effected by Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereof.

Right to Make Alterations. After Tenant shall make no alterations, additions or improvements to Improvements have been made in the Premises, Tenant shall have the right from time to time to make changes, additions, material repairs, improvements or other than interior non-structural alterations ("COSMETIC ALTERATIONS") costing less than One Hundred Thousand Dollars ($100,000collectively, “Alterations”) in or to the aggregate during any twelve (12) month period, without Premises upon the prior written consent approval of Landlord, which consent approval shall not be unreasonably withheld, delayed conditioned or conditioneddelayed. Notwithstanding anything to the contrary herein, in the event Landlord approves such Alterations, and if in such approval letter does not require the removal of such Alterations upon Tenant’s vacating the Premises, Tenant so requestsshall not be required to remove the approved Alterations and restore the Premises to the condition existing prior to the installation of the Alterations upon Tenant’s vacating the Premises. Furthermore, notwithstanding anything contained herein to the contrary, all alterations and improvements to the Premises, including without limitation the Tenant Improvements, whether undertaken by Tenant or Landlord using Landlord’s contractor shall specify whether Landlord intends be subject to require that a fee in an amount equal to ten percent (10%) of the total cost of planning and constructing any such alterations and improvements payable by Tenant remove such Cosmetic Alterations (or any specified portions thereof) upon expiration or termination of this Lease. Landlord's failure to respond within fifteen (15) days of Tenant's request or notice to Landlord shall be deemed as a profit and overhead fee upon Landlord's consent ’s demand for same. In the event Tenant wishes to allow the Cosmetic Alterations to remain with the Premises at the end of the Lease Term. use a contractor other than Landlord’s contractor and Landlord reasonably approves such contractor, however, Tenant shall provide not be required to Landlord copies of any plans submitted to any governmental agency pay such fee in connection with the construction of any Cosmetic Alterations, within thirty (30) days of work performed by such submittal. All alterations, additions and improvements shall be completed with due diligence in a first-class, workmanlike manner, in compliance with plans and specifications approved in writing by Landlord and in compliance with all applicable laws, ordinances, rules and regulations, and to the extent Landlord's consent is not otherwise required hereunder for such alterations, additions or improvements, Tenant shall give prompt written notice thereof to Landlord. With respect to all proposed alterations (other than Cosmetic Alterations or otherwise), Tenant shall provide Landlord with a cost estimate to perform the alterations, a set of plans and specifications for the proposed work, and a set of final "as built" plans of the work actually performed. Tenant shall cause any contractors engaged by Tenant for work in the Buildings or on the Real Property to maintain public liability and property damage insurance, and other customary insurance, with such terms and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord and any of its partners, shareholders, property managers and lenders designated by Landlord for this purpose, and shall furnish Landlord with certificates of insurance or other evidence that such coverage is in effect. Notwithstanding any other provisions of this Section 9.1, under no circumstances shall Tenant make any structural alterations or improvements, or any changes to the roof or equipment installations on the roof, or any substantial changes or alterations to the building systems, except Cosmetic Alterations, without Landlord's prior written consent (which consent shall not be unreasonably withheld, delayed or conditioned). Landlord's failure to respond within fifteen (15) days following Tenant's request shall be deemed approval. Landlord shall receive no fee for supervision, profit, overhead or general conditions, but shall be entitled to be reimbursed by Tenant for any reasonable costs incurred by Landlord in connection with its retention of third parties to assist in its review of Tenant's request for consent in connection with any alterations, additions or improvements constructed or installed by Tenant under this Lease after the date hereofcontractor.