Common use of Construction of Tenant Improvements Clause in Contracts

Construction of Tenant Improvements. Tenant shall install the Tenant Improvements (as described in Paragraph 2(a) below) in accordance with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agents.

Construction of Tenant Improvements. Tenant Lessee understands and agrees that Lessor is currently in the process of constructing the improvements which shall install comprise the Tenant Improvements Premises. In the course of such construction, Lessor hereby agrees to construct the tenant improvements set forth in the plans and specifications attached hereto as Exhibit "B". Such plans and specifications are hereby clarified as follows: SEE EXHIBIT. Lessee has reviewed and approved all such plans and specifications. Any changes or additions made by Lessee to such plans and specifications shall be at Lessee's sole cost and expense, including a ten percent (10%) administrative payment to Lessor. Such additional payments shall be paid by Lessee to Lessor as described in Paragraph 2(afollows: (i) belowfifty percent (50%) in accordance with the terms upon approval of such change by Lessor; and conditions of this Work Letter. The quantities, character and manner of installation of all (ii) fifty percent (50%) prior to occupancy of the work related to the Tenant Improvements Premises by Lessee. All tenant improvements shall be subject to deemed substantially completed when the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesCity of Carpinteria issues a Certificate of Occupancy for the Premises. Notwithstanding the foregoingissuance of such Certificate, Landlord may at Landlord’s sole election itself (Lessee shall be provided with Landlord’s contractor) construct a punch list of such tenant improvements prior to the portion commencement of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvementslease term, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for inspect the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, after their substantial completion. Lessee shall set forth any manner in which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, Lessee claims that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors do not conform to install the Restroom Improvementsplans and specifications attached hereto as Exhibit "B", or unreasonable interference with as reasonably measured by the standards of finished, comparably priced industrial space in the Santa Xxxxxxx area (hereinafter the "discrepancy"). Lessor shall cure such installation by Tenant or its contractors or agentsdiscrepancies to the extent Lessor deems such discrepancies to be reasonably claimed, within thirty (30) days following commencement of the lease term. Provided however, if any such discrepancy is incapable of cure within such thirty (30)-day period, and Lessor has commenced the cure of such discrepancy within such thirty (30)-day period, this provision shall be satisfied.

Construction of Tenant Improvements. All improvements not included within the scope of the Building Shell shall be deemed “Tenant Improvements.” Lessor, using the General Contractor, shall install construct the Tenant Improvements (as described and shall contribute the Tenant Improvement Allowance towards the payment of same and Lessee shall pay all costs associated with same in Paragraph 2(a) below) in accordance with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all excess of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesImprovement Allowance. Notwithstanding the foregoing, Landlord Lessee may at Landlordselect a general contractor other than Lessor’s sole election itself (with Landlord’s contractor) General Contractor to construct the portion Tenant Improvements by giving written notice to Lessor on or before April 1, 2000, provided that (i) such general contractor has sufficient financial strength and experience in constructing first class quality improvements of the type to be constructed in the Premises to reasonably satisfy Lessor and any lender whose loan is secured by the Project or any part thereof and, (ii) Lessee agrees in such notice that the Tenant Improvements identified on Exhibit N hereto as “Early Construction Improvements” shall be constructed by Lessor’s General Contractor to facilitate construction of the balance of the Tenant Improvements by the Lessee selected general contractor (that consist the Early Construction Improvements shall retain concurrent status as Tenant Improvements, the cost of which is to be charged to the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”Tenant Improvement Allowance), at Tenantand (iii) such general contractor is ready, willing and able and agrees to construct the Tenant Improvements in accordance with Lessor’s cost up General Contractor’s construction schedule, and (iv) any failure by such Lessee selected general contractor to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies construct the Tenant Improvements in writing of such election prior to Tenantaccordance with Lessor’s commencement of General Contractor’s construction of schedule shall be Lessee Delay. If Lessor’s General Contractor constructs the Tenant Improvements, and (b) Landlord or if Lessee selects a general contractor other than Lessor’s General Contractor, but Lessor’s General Contractor nonetheless contracts with Lessor to construct the “Early Construction Improvements,” in each case the contract shall use commercially reasonable efforts be a guaranteed maximum price contract based upon the successful bids of subcontractors and/or negotiated prices as provided in Section 2.04(f). The total compensation to the General Contractor under such contract shall be equal to a contractor’s fee not unreasonably interfere with or delay Tenant’s installation to exceed an amount equal to 2.5% of the Tenant Improvements. If contract (provided that a certificate of occupancy or equivalent permit sign-off contractor’s fee shall not be payable for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure change orders required due to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day coordination errors caused by the number General Contractor or any of days after its subcontractors) and an amount not to exceed an amount equal to 2 1/2% of the Building 2 Scheduled Commencement Date until contract for general conditions plus an amount equal to .75% of the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals contract for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsinsurance.

Construction of Tenant Improvements. Tenant Lessee understands and agrees that Lessor is currently in the process of constructing the improvements which shall install comprise the Tenant Improvements Premises. In the course of such construction, Lessor hereby agrees to construct the tenant improvements set forth in the plans and specifications attached hereto as Exhibit "B". Such plans and specifications are hereby clarified as follows: SEE EXHIBIT "B". Lessee has reviewed and approved all such plans and specifications. Any changes or additions made by Lessee to such plans and specifications shall be at Lessee's sole cost and expense, including a ten percent (10%) administrative payment to Lessor. Such additional payments shall be paid by Lessee to Lessor as described in Paragraph 2(afollows: (i) belowfifty percent (50%) in accordance with the terms upon approval of such change by Lessor; and conditions of this Work Letter. The quantities, character and manner of installation of all (ii) fifty percent (50%) prior to occupancy of the work related to the Tenant Improvements Premises by Lessee. All tenant improvements shall be subject to deemed substantially completed when the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesCity of Carpinteria issues a Certificate of Occupancy for the Premises. Notwithstanding the foregoingissuance of such Certificate, Landlord may at Landlord’s sole election itself (Lessee shall be provided with Landlord’s contractor) construct a punch list of such tenant improvements prior to the portion commencement of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvementslease term, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for inspect the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, after their substantial completion. Lessee shall set forth any manner in which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, Lessee claims that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors do not conform to install the Restroom Improvementsplans and specifications attached hereto as Exhibit "B", or unreasonable interference with as reasonably measured by the standards of finished, comparably priced industrial space in the Santa Xxxxxxx area (hereinafter the "discrepancy"). Lessor shall cure such installation by Tenant or its contractors or agentsdiscrepancies to the extent Lessor deems such discrepancies to be reasonably claimed, within thirty (30) days following commencement of the lease term. Provided however, if any such discrepancy is incapable of cure within such thirty (30)-day period, and Lessor has commenced the cure of such discrepancy within such thirty (30)-day period, this provision shall be satisfied.

Construction of Tenant Improvements. Landlord shall obtain all state and local licenses, permits and approvals (whether governmental or non‑governmental) required to construct the Tenant Improvements and for Tenant's occupancy of the Premises. Landlord shall provide access to the General Contractor for Construction of the Tenant Improvements and to the extent such access requires entry through space occupied by other tenants, Landlord shall provide for such access at its sole cost and expense. The Landlord shall engage, subject to Tenant’s reasonable approval, a general contractor to construct the Tenant Improvements (the “General Contractor”). The General Contractor shall construct and install the Tenant Improvements (as described in Paragraph 2(a) below) in accordance with the terms and conditions of this Work LetterPlans which expense shall be deducted from the Tenant Improvement Allowance. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject delivered via Associated General Contractors (AGC) Guaranteed Maximum Price Contract (the "Contract") with Liquidated Damages of $500.00 per day for each day of delay in achieving in substantial completion beyond the date specified in the Contract, which date shall be no later than October 1, 2010, and a payment and performance bond. Any Liquidated Damages (less cost of collection) paid to Landlord shall accrue to the limitations imposed Tenant; provided, however, any paid Liquidated Damages for any Tenant Delay shall accrue to Landlord. The General Contractor shall obtain at least three (3) bids for all major trade work at the Premises. Landlord will work with the General Contractor to complete the Tenant Improvements by any applicable governmental regulations, laws, ordinances, codes the Commencement Date. All contracts with vendors and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion subcontractors for construction of the Tenant Improvements that consist will be negotiated by the General Contractor. All work performed in 41 connection with the construction of the restrooms Premises shall be performed in a good and related improvements workmanlike manner, in accordance with all Applicable Laws and the final approved Plans. If materials are not readily available, require quick ship charges, or require substitution, the Tenant will be given notice and the opportunity to select alternate materials. Landlord shall insure that will service Building 2 the Architect conducts a periodic review (a minimum of once every two weeks) of the progress of construction to ensure compliance with the Plans. Tenant may from time to time request in writing changes to the Plans (a “Restroom ImprovementsChange Order”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(bLandlord’s consent, which shall not be unreasonably withheld. Landlord shall cause Contractor to provide an estimate of any change in the Construction Cost and/or Schedule. Tenant shall have the right to elect whether or not to proceed with the Change Order within five (5) below), provided that (a) Landlord notifies Tenant in writing business days after receipt of such election prior to estimate. Upon such approval by Tenant’s commencement of construction of , or confirmation by Landlord that the Tenant ImprovementsChange Order will not result in any change in cost and/or Schedule, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation implement the Change Order as part of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for Tenant acknowledges that the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a following items may result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect changes to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agents.Budget and/or Schedule:

Construction of Tenant Improvements. Tenant shall install construct but Landlord will own (and to the extent set forth in this Section 7.1 will pay for) certain improvements (the "Tenant improvements") in the Premises. The Tenant improvements for the Premises shall be designed and completed in accordance with this Article 7 and Article 31 below, the cost to Landlord of which shall not exceed One Hundred Nine Thousand One Hundred Forty-Three and 75/100 Dollars ($109,143.75) (i.e., $6.25 per rentable square foot of the Premises) ("T.I. Allowance"). In addition, an amount not to exceed Fifty-Two Thousand Three Hundred Eighty-Nine Dollars ($52,389) (i.e., $3.00 per rentable square foot of the Premises) shall be contributed by Landlord, at Tenant's request, for construction of the Tenant Improvements (and shall be considered part of the T.I. Allowance; provided, that any such additional amounts contributed will be repaid by Tenant, plus 11% interest per annum, in equal monthly installments amortized over the Initial Term of the Lease. Such additional payments will be made at the same time and in the same manner as described Rent. Any costs to construct the Tenant Improvements in Paragraph 2(a) below) in accordance with excess of the terms and conditions of this Work LetterT.I. Allowance shall be paid for by Tenant. The quantities, character and manner of installation Tenant Improvements shall consist of all interior improvements constructed in the Premises which are not part of the work related to the Building's structure or shell and shall include by way of illustration, floor coverings, interior partitions, doors, ceilings, lighting fixtures, wall coverings, electrical and telephone outlets. The Tenant Improvements shall be subject to constructed in accordance with plans and specifications prepared by Tenant's architect and approved by both Landlord and Tenant. The T.I. Allowance shall be available towards the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion costs of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”)actual, at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction incurred costs of the Tenant Improvements, including the cost of all labor and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s materials for the construction and installation of the Tenant Improvements. If a certificate ; the cost of occupancy or equivalent permit sign-off all permits, licenses, and fees; all amounts paid to Tenant's contractors under and pursuant to contracts for the Premises is delayed beyond construction and installation of the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such dateTenant Improvements; all architectural, which failure does not result from Tenant Delays (as defined below) or Force Majeureengineering, then the Building 2 Commencement Date shall be extended day space planning, and other consultant's fees; all amounts paid for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises)mechanical drawings, providedplans, howeverspecifications, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Lettershop drawings, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect designs, and layouts; and reasonable incidental costs related to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsforegoing.

Construction of Tenant Improvements. Following Landlord’s approval of the Final Plans, and once construction has commenced, Tenant’s contractor (selected as provided in Section 8(n)) will commence and diligently proceed with the construction of the Tenant Improvements. Tenant shall install use diligent efforts to cause its contractor to complete the Tenant Improvements in a good and workmanlike manner in accordance with the Final Plans. Landlord shall have the right to enter upon the Premises to inspect Tenant’s construction activities following reasonable advance notice Tenant. In the event of a Landlord Delay (as described hereinafter defined) which causes Tenant to be delayed in Paragraph 2(aits ability to substantially complete the Tenant Improvements and use the Premises (or portion thereof) belowfor normal business operations, and provided Tenant does not actually use the Premises (or portion thereof) as a result of such Landlord Delay, then Tenant shall be entitled to a per day rent credit for each day of a Landlord Delay equal to: (i) the rentable square footage of the effected portion of the Premises, multiplied by (ii) the Annual Rental Rate per rentable square foot, and with such product then divided by 365. Notwithstanding the foregoing, Tenant hereby acknowledges that the Tenant Improvements will be conducted in the Premises while Tenant is in occupancy thereof and paying rent under the Lease. Tenant further acknowledges that some interruptions and/or interference with Tenant’s business may occur during the course of Tenant’s completion of the Tenant Improvements, but agrees that no interruptions or inconveniences to Tenant or its business suffered as a result of Tenant’s own completion of the Tenant Improvements shall constitute an eviction of Tenant from the Premises, whether constructive or otherwise, and Tenant shall in no event be excused from paying the rent that it is scheduled to pay pursuant to the terms of the Lease, except in accordance with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsimmediately preceding sentence.

Construction of Tenant Improvements. I. Landlord's Work. ---------------- Tenant shall install has personally inspected the Tenant Improvements (as described in Paragraph 2(a) below) in accordance Leased Premises and accepts the same "AS IS" without representation or warranty by Landlord of any kind and with the terms understanding that Landlord shall have no responsibility with respect thereto except to construct in a good and conditions of this Work Letter. The quantities, character workmanlike manner the improvements described on EXHIBIT B attached hereto and manner of installation of all of made a part hereof (the work related to the "Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesImprovements"). Notwithstanding the foregoingforegoing to the contrary, based upon Landlord's inspection of the Building systems servicing the Leased Premises prior to the Commencement Date, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion represents that as of the Tenant Improvements that consist Commencement Date the building systems servicing the Leased Premises are in good working order and repair. Within five (5) days of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction Landlord's Substantial Completion of the Tenant Improvements, Landlord and (b) Landlord Tenant shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation complete a walk-through of the Leased Premises at which time Tenant Improvements. If a certificate shall notify Landlord in writing of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but any deficiencies in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation "Punch List Items"). Landlord shall promptly commence and diligently proceed until the Restroom Improvements)Punch List Items are completed or remedied. Promptly following the Commencement Date, (iii) changes Tenant shall execute Landlord's Letter of Understanding in Tenant’s Plans substantially the form attached hereto as they relate EXHIBIT C and made a part hereof, acknowledging, among other things, that Tenant has accepted the Leased Premises. If Tenant takes possession of and occupies the Leased Premises, then, subject to the Restroom Improvements after they foregoing paragraph, Tenant shall be deemed to have been submitted to governmental authorities for permits, (iv) delay accepted the Leased Premises and that the condition of the Leased Premises and the Building was at the time satisfactory and in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to conformity with the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsprovisions of this Lease in all respects.

Construction of Tenant Improvements. Tenant has personally inspected the Leased Premises and accepts the same "AS IS" without representation or warranty by Landlord of any kind and with the understanding that Landlord shall have no responsibility except to perform and complete the work on the tenant finish improvements designated as Landlord's obligations in the attached Exhibit B. The rental provided herein, includes the following tenant improvements to the Leased Premises: (1) repaint the interior with building standard quality paint; (2) replace existing carpet with building standard quality carpet, except that area that is currently improved with raised computer flooring; (3) replace tile in office area with building standard quality tile, except that area that is currently improved with raised computer flooring; (4) re-key all exterior doors of Leased Premises; (5) replace all damaged ceiling tiles in Leased Premises; (6) repair or replace damaged doors in Leased Premises; (7) install four (4) building standard doors and door hardware from hallway 145 to Rooms 140, 142, 143 and 144 as shown on Exhibit B; and (8) make any other repairs or replacements necessary to put the Leased Premises in leasable condition consistent with Landlord's standard of "finished" space. As additional consideration, Landlord shall provide to Tenant the sum of One Hundred Forty Two Thousand Three Hundred Twenty Eight and 00/100 ($142,328.00) Dollars to be used by Tenant for the construction of additional tenant improvements and fixtures to the Leased Premises. The Allowance will be paid to Tenant in no more than three (3) draws. Each draw shall be paid within fifteen (15) days after Tenant shall install provide to Landlord evidence of the Tenant Improvements (as described in Paragraph 2(a) below) in accordance with cost of the terms and conditions improvements or fixtures installed or constructed through the date of this Work Letterthe draw request. The quantitiesform shall be signed by Tenant and its contractor and shall be accompanied by such documentation as is reasonably required by Landlord to verify and ensure that the work shown on the draw request has been completed. All construction work done by Tenant in the Leased Premises shall be pursued diligently to completion and shall be performed in a good and workmanlike manner, character and manner of installation of in compliance with all governmental regulations. Tenant covenants and agrees that all contractors, subcontractors and other persons or entities performing work for Tenant at the Leased Premises will carry (i) liability insurance in amounts acceptable to Landlord, in Landlord's reasonable opinion, and (ii) worker's compensation insurance in the amounts required by law. Tenant hereby indemnifies Landlord against, and shall keep all portions of the Leased Premises, the Building and the Land free from liens for any work related performed, material furnished or obligations incurred by Tenant. Should any liens or claims be filed against all or any portion of the Leased Premises, the Building or the Land by reason of Tenant's acts, omissions or work performed by any person or entity on behalf of Tenant, Tenant shall cause same to be discharged by bond or otherwise within thirty (30) days following notice thereof. If Tenant fails to cause any such lien or claim to be discharged within the Tenant Improvements required time, Landlord may cause same to be discharged and may make any payment that Landlord, in its reasonable judgment, considers necessary, desirable or proper in order to do so. All amounts paid by Landlord shall bear interest at the lower of (i) eighteen percent (18%) per annum, or (ii) the highest rate permitted under applicable law, from the date of payment by Landlord and shall be subject payable by Tenant to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesLandlord upon written demand. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day required to obtain Landlord's prior written consent for day by any improvements, alterations, additional or installments upon the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but Leased Premises as set forth in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsSection 7.03 herein.

Construction of Tenant Improvements. Section 2.02 of the Lease is hereby amended by adding the following language to the end of the section: “Notwithstanding the foregoing, with respect to the Additional Space, the following shall apply: Tenant has personally inspected the Additional Space and accepts the same “AS IS” without representation or warranty by Landlord of any kind. Tenant may make tenant finish improvements and equipment installations in the Additional Space (collectively, the “Additional Space Improvements”). The Additional Space Improvements shall comply with the provisions of Section 7.03 of the Lease. Landlord agrees to reimburse Tenant in an amount not to exceed Twelve Thousand Three Hundred Seventy-five Dollars ($12,375.00) (the “Additional Space Allowance”) for the costs incurred by Tenant for the Additional Space Improvements. Landlord shall pay the Additional Space Allowance to Tenant within thirty (30) days after receipt of paid invoices from Tenant (all such paid invoices shall be submitted to Landlord on or before the date which is six (6) months immediately after the Improvement Completion Date [as defined below]) and Landlord’s inspection of the completed work, if applicable, to the Additional Space. All plans and specifications for the Additional Space Improvements to be made by Tenant shall be subject to Landlord’s reasonable approval (which approval shall not be unreasonably withheld or delayed). Landlord, or its affiliate, shall be permitted to bid on the construction of the Additional Space Improvements. Tenant shall consider Landlord’s bid in good faith and in the event that another contractor’s bid is lower than the bid submitted by Landlord or one of its affiliates, Landlord or its affiliate shall have the right to revise its bid to match the other contractor’s bid by providing Tenant with written notice of its desire to match the bid, which notice shall contain a revised written bid containing the matching offer, within five (5) business days of notification by Tenant that the other contractor’s bid was lower than the bid of Landlord or its affiliate (“Notice”) and Landlord’s bid, if revised to match the other contractor’s bid within the 5-day period after receipt of Notice and given to Tenant in writing in the manner described in this sentence, shall be accepted by Tenant. In the event that a contractor other than Landlord or one of its affiliates performs the Additional Space Improvements, Tenant shall pay Landlord a fee for its supervision of the project equal to five percent (5%) of the cost of the Additional Space Improvements (the “Fee”). Tenant shall be responsible for all costs of the Additional Space Improvements in excess of the Additional Space Allowance. At Landlord’s option, the Fee shall either be (i) applied against the Additional Space Allowance, or (ii) billed to Tenant after substantial completion of the Additional Space Improvements (in which event Tenant shall pay the Fee to Landlord within thirty (30) days following Landlord’s delivery of an invoice to Tenant). If a contractor other than Landlord or one of its affiliates is selected to construct the Additional Space Improvements, Tenant and its personnel and the contractor, its subcontractors and their respective personnel shall have the right to enter the Additional Space in order to install the Additional Space Improvements. If and to the extent permitted by applicable laws, rules and ordinances and after the execution of this Amendment by the parties, Tenant Improvements shall have the right to enter the Additional Space in order to install fixtures (such as described in Paragraph 2(aracking) belowand otherwise prepare the Additional Space for occupancy, which right shall expressly exclude making any structural modifications. During any entry prior to the Additional Space Commencement Date (a) in accordance Tenant shall comply with all terms and conditions of the Lease other than the obligation to pay rent on the Additional Space, and (b) Tenant shall not interfere with Landlord’s completion of the Additional Space Improvements. Tenant acknowledges that Tenant shall be responsible for obtaining all applicable permits and inspections relating to any such entry by Tenant. Tenant shall cause its personnel and the personnel of the contractors and subcontractors to comply with the terms and conditions of this Work LetterLandlord’s rules of conduct (which Landlord agrees to furnish to Tenant upon request), and Tenant shall not begin operation of its business in the Additional Space unless and until Tenant delivers to Landlord an original certificate of occupancy, if applicable, for the Additional Space. The quantities, character Tenant acknowledges that Tenant shall be responsible for obtaining all applicable permits and manner of installation of all inspections relating to Tenant’s occupancy of the work Additional Space. If Landlord or one of its affiliates is selected to construct the Additional Space Improvements, Landlord or its affiliate shall receive reasonable and competitive compensation for its services, but shall in no event be entitled to receive any amounts in excess of the amount set forth in the bid accepted by Tenant unless the variance is in compliance with the definitive agreement between the parties related to the Tenant Improvements Additional Space Improvements, which fee(s) shall be subject applied against the Additional Space Allowance. Any costs of said work performed by Landlord or its affiliates in excess of the Additional Space Allowance shall be borne by Tenant and reimbursed to Landlord or paid to Landlord’s designee within thirty (30) days of receipt of an itemized statement therefor. Landlord and Tenant shall in good faith cooperate to cause the Additional Space Improvements to be completed at the earliest reasonably practical date. Tenant shall be entitled to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes Additional Space Allowance only if the Additional Space Improvements are substantially complete on or before the Improvement Completion Date and rules. Notwithstanding the foregoing, Tenant submits paid invoices to Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion seeking reimbursement of the Tenant Improvements that consist of Additional Space Allowance on or before the restrooms and related improvements that will service Building 2 date which is three (3) months immediately after February 29, 2008 (the “Restroom ImprovementsImprovement Completion Date”), at . The foregoing limitation on Tenant’s cost up right to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of receive the Tenant Improvements, and (b) Landlord Additional Space Allowance shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of apply if the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Additional Space Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number Improvement Completion Date arises from the negligence or willful misconduct of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsaffiliates.”

Construction of Tenant Improvements. Tenant Lessee understands and agrees that Lessor is currently in the process constructing the improvements which shall install comprise the Tenant Improvements Premises. In the course of such construction, Lessor hereby agrees to construct the tenant improvements set forth in the plans and specifications attached hereto as Exhibit “B”. Such plans and specifications are hereby clarified as follows: SEE EXHIBIT “B”. Lessee has reviewed and approved all such plans and specifications. Any changes or additions made by Lessee to such plans and specifications shall be at Lessee’s sole cost and expense, including a ten percent (10%) administrative payment to Lessor. Such additional payments shall be paid by Lessee to Lessor as described in Paragraph 2(afollows: (i) belowfifty percent (50%) in accordance with the terms upon approval of such change by Lessor; and conditions of this Work Letter. The quantities, character and manner of installation of all (ii) fifty percent (50%) prior to occupancy of the work related to Premises by Lessee. All tenant improvements sha11 be deemed substantially completed when the Tenant Improvements shall be subject to City of Carpinteria issues a certificate of Occupancy for the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesPremises. Notwithstanding the foregoingissuance of such Certificate, Landlord may at Landlord’s sole election itself (Lessee shall be provided with Landlord’s contractor) construct a punch list of such tenant improvements prior to the portion commencement of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvementslease term, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for inspect the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, after their substantial completion. Lessee shall set forth any manner in which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, Lessee claims that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors do not conform to install the Restroom Improvementsplans and specifications attached hereto as Exhibit “B”, or unreasonable interference with as reasonably measured by the standards of finished, comparably priced industrial space in the Santa Bxxxxxx area (hereinafter the “discrepancy”). Lessor shall cure such installation by Tenant or its contractors or agentsdiscrepancies to the extent Lessor deems such discrepancies to be reasonably claimed, within thirty (30)-days following commencement of the lease term. Provided however, if any such discrepancy is incapable of cure within such thirty (30) day period, and Lessor has commenced the cure of such discrepancy within such thirty (30)-day period, this provision shall be satisfied.

Construction of Tenant Improvements. All improvements not included ----------------------------------- within the scope of the Building Shell shall be deemed "Tenant Improvements." Lessor, using the General Contractor, shall install construct the Tenant Improvements (as described and shall contribute the Tenant Improvement Allowance towards the payment of same and Lessee shall pay all costs associated with same in Paragraph 2(a) below) in accordance with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all excess of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesImprovement Allowance. Notwithstanding the foregoing, Landlord Lessee may at Landlord’s sole election itself (with Landlord’s contractor) select a general contractor other than Lessor's General Contractor to construct the portion Tenant Improvements by giving written notice to Lessor on or before April 1, 2000, provided that (i) such general contractor has sufficient financial strength and experience in constructing first class quality improvements of the type to be constructed in the Premises to reasonably satisfy Lessor and any lender whose loan is secured by the Project or any part thereof and, (ii) Lessee agrees in such notice that the Tenant Improvements identified on Exhibit N hereto as "Early Construction Improvements" shall be constructed by Lessor's General Contractor to facilitate construction of the balance of the Tenant Improvements by the Lessee selected general contractor (that consist the Early Construction Improvements shall retain concurrent status as Tenant Improvements, the cost of which is to be charged to the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”Tenant Improvement Allowance), at Tenant’s cost up and (iii) such general contractor is ready, willing and able and agrees to a maximum amount of $322,764 construct the Tenant Improvements in accordance with Lessor's General Contractor's construction schedule, and (subject iv) any failure by such Lessee selected general contractor to Section 9(b) below), provided that (a) Landlord notifies construct the Tenant Improvements in writing of such election prior to Tenant’s commencement of accordance with Lessor's General Contractor's construction of schedule shall be Lessee Delay. If Lessor's General Contractor constructs the Tenant Improvements, and (b) Landlord or if Lessee selects a general contractor other than Lessor's General Contractor, but Lessor's General Contractor nonetheless contracts with Lessor to construct the "Early Construction Improvements," in each case the contract shall use commercially reasonable efforts be a guaranteed maximum price contract based upon the successful bids of subcontractors and/or negotiated prices as provided in Section 2.04(f). The total compensation to the General Contractor under such contract shall be equal to a contractor's fee not unreasonably interfere with or delay Tenant’s installation to exceed an amount equal to 2.5% of the Tenant Improvements. If contract (provided that a certificate of occupancy or equivalent permit sign-off contractor's fee shall not be payable for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure change orders required due to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day coordination errors caused by the number General Contractor or any of days after its subcontractors) and an amount not to exceed an amount equal to 2 1/2% of the Building 2 Scheduled Commencement Date until contract for general conditions plus an amount equal to .75% of the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals contract for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsinsurance.

Construction of Tenant Improvements. Tenant Landlord’s contractor shall install commence and diligently proceed (using commercially reasonable efforts) with the construction of the Initial Tenant Improvements promptly following mutual execution and delivery of this Lease and receipt of permits, and shall endeavor (using commercially reasonable efforts) to substantially complete the Initial Tenant Improvements by the Estimated Initial Premises Delivery Date, subject to Tenant Delays (as described in Paragraph 2(a) Section 4 below) and Force Majeure Delays (as described in accordance Section 5 below). Landlord’s contractor shall commence and diligently proceed (using commercially reasonable efforts) with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Must Take Tenant Improvements, and shall endeavor (busing commercially reasonably efforts) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Must Take Tenant Improvements prior by the Estimated Must Take Premises Delivery Date, subject to such date, which failure does not result from Tenant Delays (as defined described in Section 4 below) or and Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off Majeure Delays (but as described in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the PremisesSection 5 below), ; provided, however, that Tenant delivers written notice in no event shall Landlord be obligated to Landlord at such time as Tenant becomes aware that Landlord is in danger commence construction for the Must Take Premises prior to the date upon which the current tenant of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments the Must Take Premises fully vacates the Must Take Premises, but subject to Tenant’s Plans beyond rights set forth in Section 1.1 of the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Lease arising from Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to complete construction of the Premises to Landlord’s contractors to install Must Take Tenant Improvements by the Restroom outside delivery date set forth therein. Promptly upon the commencement of the applicable Tenant Improvements, or unreasonable interference Landlord shall furnish Tenant with such installation a construction schedule letter setting forth the projected completion dates therefor and showing the deadlines for any actions required to be taken by Tenant or its contractors or agentsduring such construction, and Landlord may from time to time during construction of such Tenant Improvements modify such schedule.

Construction of Tenant Improvements. Upon Final Approval of the Working Drawings, Landlord agrees promptly to bid the construction of the Expansion Improvements to the following four (4) mutually approved general contractors: (i) Xxxxx & Xxxx, (ii) Resource Commercial, (iii) ICI Construction, Inc., and (iv) Xxxxxx Construction, and to immediately provide a copy of such bids to Tenant shall install the Tenant Improvements (as described in Paragraph 2(a) below) in accordance for Tenant's consideration. The costs associated with the terms and conditions construction of the Expansion Improvements shall be paid as set forth in Section 5 of this Work Letter. The quantitiesLandlord shall see that the construction complies with all applicable building, character fire, plumbing, electrical, health, and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental sanitary codes, regulations, laws, ordinances, codes rules and rules. Notwithstanding regulations of any applicable governmental authority, the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion satisfaction of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord which shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If be evidenced by a certificate of occupancy or equivalent permit sign-off for the Premises Expansion Space if the same is delayed beyond required to be issued; provided that in the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete event the Restroom Improvements prior to Working Drawings do not comply with such datecodes and regulations, which failure does not result all costs resulting from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date such non-compliance shall be extended day for day paid by Tenant. Further, Landlord shall see that the number construction complies with any and all restrictive covenants and/or deed restrictions applicable to the Expansion Space. Landlord shall recommend the selection of the Contractor to Tenant ten (10) business days after Final Approval of the Building 2 Scheduled Commencement Date until Working Drawings; and upon Tenant's approval of the issuance of selection, Landlord shall promptly enter into a certificate of occupancy or equivalent permit sign-off construction contract (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises"Construction Contract"), providedsubject to Tenant's reasonable approval (which shall be not unreasonably withheld or delayed) with the general contractor approved by Tenant (which approval shall not be unreasonably withheld) (the "Contractor"). Landlord shall cause the construction of the Expansion Improvements to be carried out in substantial conformance with the Working Drawings in a good and xxxxxxx like manner using first-class materials. The Construction Contract shall, howeverat a minimum, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean call for (i) the construction of the Expansion Improvements for a stipulated sum contract, based on the Working Drawings; (ii) contractor warranties as described in AIA form A201 1997 Edition; (iii) Tenant’s delay 's right to review and approve all Contractor pay applications (which approval shall not be unreasonably withheld or delayed by Tenant); and (iv) the Contractor to furnish evidence of the insurance set forth in submittal Schedule 1 attached to Exhibit D of Tenant’s Plans and/or responses the Lease and any other insurance required by Landlord, and naming Landlord and Tenant as an additional insured on all liability insurance policies. Such Construction Contract price shall be subject to Landlord’s comments adjustment based on any changes to Tenant’s Plans beyond the time periods provided Working Drawings required by Tenant in accordance with this Work Letter. The Construction Contract may not be amended nor the Construction Contract price increased by change order or otherwise, (ii) without Tenant’s delay in any submittals for permits 's prior written approval, which approval shall not be unreasonably withheld or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsdelayed.

Construction of Tenant Improvements. Tenant shall install has personally inspected the Tenant Improvements (as described in Paragraph 2(a) below) in accordance Leased Premises and accepts the same “AS IS” without representation or warranty by Landlord of any kind and with the terms understanding that Landlord shall have no responsibility with respect thereto except to construct in a good and conditions workmanlike manner the improvements designated as Landlord’s obligations in the attached Exhibit B. Landlord shall pay the cost of this Work Lettersuch improvements in an amount not to exceed Five Hundred Ninety-four Thousand Dollars ($594,000.00) (“Landlord’s Allowance”). The quantities, character and manner of installation of Tenant hereby agrees that all of the work related to the Tenant Improvements costs for tenant finish improvements which exceed Landlord’s Allowance shall be subject paid by Tenant to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself within thirty (with Landlord’s contractor30) construct the portion days of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result receipt of Landlord’s failure invoice therefor. Notwithstanding anything contained herein to substantially the contrary, Landlord hereby agrees to allow Oakwood Builders (“Oakwood”) to bid on the initial tenant finish improvement work to be performed in the Leased Premises. In the event Oakwood’s bid is more than three percent (3%) lower than Landlord’s estimated cost of such tenant finish improvements, Oakwood shall perform such tenant finish improvements and Landlord shall receive a supervisory fee in an amount not to exceed three percent (3%) of the costs incurred to complete the Restroom Improvements prior tenant finish improvements, together with customary general conditions. In the event Tenant reduces the initial tenant finish improvements to such dateachieve a cost savings; or in the event Oakwood performs the initial tenant finish improvements and the cost thereof plus Landlord’s supervisory fee is less than the Landlord’s Allowance, which failure does not result from Tenant Delays (shall utilize the cost difference between Landlord’s Allowance and the actual costs incurred to complete the initial tenant finish improvements, towards additional tenant finish improvements within the Leased Premises, including wiring and cabling. In the event Landlord is chosen as defined below) or Force Majeurethe general contractor, then all work on the Building 2 Commencement Date initial tenant finish improvements shall be extended day for day performed by Duke Construction Limited Partnership or a subsidiary or affiliate of Landlord (“DCLP”) which shall receive a construction management fee, in an amount not to exceed seven percent (7%) of the number of days after costs incurred to complete the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises)tenant finish improvements, providedtogether with customary general conditions, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments construction manager or general contractor. Any work performed for non-structural tenant finish improvements shall be warranted by Landlord against defects in materials and workmanship for a period of one (1) year from the Commencement Date. Landlord and Tenant agree that all work on any subsequent tenant finish improvements shall be performed by DCLP which shall receive a construction management fee in an amount not to Tenant’s Plans beyond exceed ten percent (10%) of the time periods provided in this Work Lettercosts incurred to complete the tenant finish improvements, (ii) Tenant’s delay in any submittals for permits or other governmental approvals together with respect to the Tenant Improvements (including without limitation the Restroom Improvements)customary general conditions, (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, construction manager or unreasonable interference with such installation by Tenant or its contractors or agentsgeneral contractor.

Construction of Tenant Improvements. Section 2.02 of the Lease is hereby amended by incorporating the following: "Tenant hereby acknowledges that the leasehold improvements to the Third Additional Space designated as Landlord's obligation in Exhibit B-8 have been completed in a satisfactory manner. In addition, Tenant has personally inspected the Fourth Additional Space and accepts the same "AS IS" without representation or warranty by Landlord of any kind. Promptly following December 1, 2013, Tenant shall install execute Landlord's Letter of Understanding in substantially the form attached hereto as Exhibit D-2 and made a part hereof, acknowledging (a) the Fourth Additional Space commencement date, and (b) that Tenant Improvements (as has accepted the Fourth Additional Space. Such letter of understanding shall become a part of this Lease. If Tenant takes possession of and occupies the Fourth Additional Space, Tenant shall be deemed to have accepted the Fourth Additional Space in the manner described in Paragraph 2(athis paragraph, even though the letter of understanding provided for herein may not have been executed by Tenant. Tenant shall have the right to enter the Fourth Additional Space on July 1, 2013 in order to install fixtures, furniture, audio visual equipment, computers, cabling, kitchen equipment and art work and otherwise prepare the Fourth Additional Space for occupancy, which right shall expressly exclude making any structural modifications. During any entry prior to December 1, 2013 (a) belowTenant shall comply with all terms and conditions of this Lease other than the obligation to pay rent with respect to the Fourth Additional Space, (b) in accordance Tenant shall cause its personnel and contractors to comply with the terms and conditions of this Work Letter. The quantities, character and manner Landlord's rules of installation of all of the work related conduct (which Landlord agrees to the furnish to Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”upon request), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (bc) Landlord Tenant shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation begin operation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences its business in the Premises), provided, however, Fourth Additional Space.Tenant acknowledges that Tenant delivers written notice shall be responsible for obtaining all applicable permits and inspections relating to Landlord at any such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) entry by Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agents."

Construction of Tenant Improvements. Upon approval by Landlord and Tenant of Tenant’s Final Plans, Landlord shall install enter into a construction contract with the Contractor, which contract shall be either a fixed price contract or a contract for the cost of the work plus a fee. The Contractor shall proceed with reasonable diligence to cause the Tenant Improvements (to be Substantially Completed on or prior to the Commencement Date or the Must Take Commencement Date, as described in Paragraph 2(a) below) in accordance with the terms and conditions of this Work Letterapplicable. The quantitiesTenant Improvements shall be deemed to be “Substantially Completed” when: (a) the Tenant Improvements in the Premises are completed in compliance with Tenant’s Final Plans, character except for (i) furnishing details, (ii) minor omissions, defects or mistakes, (iii) decorations, (iv) mechanical adjustments and manner of installation of all (v) other matters of the work related type typically included on “punch lists”; and (b) Tenant has received temporary inspection approvals relating to the Tenant Improvements in the Premises from the local building department having jurisdiction over the Tenant Improvements. The terms “Substantial Completion” and “Substantially Complete” shall be subject refer to and include the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesdefinition of Substantially Completed as set forth above. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion Following Substantial Completion of the Tenant Improvements that consist and before Tenant takes possession of the restrooms Premises (or as soon thereafter as may be reasonably practicable and related improvements that will service Building 2 (the “Restroom Improvements”in any event within 30 days after Substantial Completion), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below)Landlord, provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of and the Tenant Improvements, and (b) Landlord Contractor shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for inspect the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as and collectively prepare a result “punch list” of Landlord’s failure agreed items remaining to substantially be completed. The Contractor shall complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business items set forth in the Premises), provided, however, that punch list as soon as reasonably possible. Tenant delivers written notice to shall cooperate with and accommodate Landlord at such time as Tenant becomes aware that Landlord is and the Contractor in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond completing the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to items on the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentspunch list.

Construction of Tenant Improvements. (a) PRELIMINARY PLANS/WORKING PLANS. Landlord has retained Donaxx X. Xxxxxxx, X.I.A. to prepare preliminary space plans ("Preliminary Plans") to be utilized in the preparation of final working drawings and specifications for tenant improvements to the Premises ("Tenant Improvements"). The Preliminary Plans have been completed and delivered to Landlord and are attached hereto as "Exhibit C." Within five (5) days after execution of the Lease, Landlord shall return same to Tenant marked and accompanied by comments and such required revisions as are reasonable under the circumstances. Within five (5) days thereafter, Tenant shall install submit two (2) sets of revised Preliminary Plans, revised to reflect review and approval. Promptly following Landlord's approval of the Preliminary Plans, Landlord shall cause its architect to prepare and submit two (2) copies of working drawings and specifications ("Working Plans") to Tenant for its review and approval. Tenant shall advise Landlord within five (5) days of Tenant's receipt of the Working Plans of any requested revisions. Immediately upon receipt of said comments, Landlord shall make all approved revisions to the Working Plans and submit two (2) copies thereof to Tenant for its final review and approval. Concurrently with the above review and approval process, Landlord shall submit all plans and specifications to the City and other applicable governmental agencies in an attempt to expedite City approval and issuance of all necessary permits and licenses to construct the Tenant Improvements (as described in Paragraph 2(a) below) in accordance with shown on the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsWorking Plans.

Construction of Tenant Improvements. Tenant Landlord shall install have no responsibility except to perform and complete, at Landlord's sole cost and expense, the Tenant Improvements (as work on the tenant finish improvements described in Paragraph 2(a) below) in accordance with the terms THE PLANS AND SPECIFICATIONS WHICH HAVE BEEN MUTUALLY AGREED UPON BY BOTH LANDLORD AND TENANT AND ATTACHED HERETO AS EXHIBIT B, subject to events and conditions of this Work Letterdelays due to causes beyond its reasonable control. The quantities, character and manner of installation of Tenant agrees that all of the work related on any change orders to the Tenant Improvements initial tenant finish improvements shall be subject to the limitations imposed performed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself Duke Construction Limited Partnership (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined belowDCLP) or Force Majeurea subsidiary or affiliate of Landlord which shall receive a cost plus ten percent (10%) construction management fee, then the Building 2 Commencement Date shall be extended day for day by the number exclusive of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy general conditions, as Landlord's construction manager or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), general contractor; provided, however, that Tenant delivers written notice the construction management fee to Landlord at such time as Tenant becomes aware that Landlord is be charged for any subsequent tenant finish improvements shall be an amount equal to the construction management fee then being charged by DCLP and other reputable and experienced contractors in danger of causing such delaythe Columbus, Ohio Industrial Market for comparable improvements performed in comparable class A INDUSTRIAL PROPERTIES. “Tenant Delays” ANY COSTS FOR TENANT FINISH IMPROVEMENTS WHICH EXCEED THE SCOPE OF THOSE DESCRIBED ON EXHIBIT B shall mean (i) Tenant’s delay in submittal be the sole responsibility of Tenant’s Plans and/or responses . Tenant shall reimburse Landlord for such excess costs within thirty (30) days of Tenant's receipt of an invoice for the same. Landlord hereby agrees to Landlord’s comments warrant all work performed by Landlord within the Leased Premises for a period of twelve (12) months from the Commencement Date (the "Warranty Period"). After the expiration of the Warranty Period, Landlord shall assign to Tenant’s Plans beyond Tenant all warranties (if assignable) from subcontractors and material suppliers for materials, workmanship, fixtures or equipment installed by Landlord in the time periods provided Leased Premises which warranties continue in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to effect after the Tenant Improvements (including without limitation expiration of the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsWarranty Period.

Construction of Tenant Improvements. Until Tenant shall install approves the Tenant Improvements (as described in Paragraph 2(a) below) in accordance with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoingFinal Plans, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct will be under no obligation to cause the portion construction of any of the Tenant Improvements that consist Improvements. Following Tenant’s approval of the restrooms Final Plans, Landlord’s contractor will commence and related improvements that will service Building 2 (diligently proceed with the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts subject to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined in Section 3A of the Lease) and Force Majeure Delays (as described in Section 9 below). Landlord warrants and guarantees all labor, material and services employed and furnished by or to it in performing the Tenant Improvements and agrees promptly to amend and make good, upon demand by Tenant, and at Landlord’s expense, any and all defects due to imperfect workmanship, materials and damages resulting therefrom, to the reasonable approval and acceptance of Tenant, provided such defects and deficiencies are discovered within three (3) years following the Suite 350 Commencement Date. Should Landlord refuse or Force Majeureneglect to proceed at once with the correction of rejected or defective materials or workmanship, after receiving notice to do so, then the Building 2 Commencement Date shall be extended day for day by the number of days Tenant, after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers reasonable prior written notice to Landlord and an opportunity to cure, shall have the right and power to have the defects, remedies or changes made at the expense of Landlord, and Landlord agrees to pay Tenant on demand any and all loss or expense paid or incurred by Tenant in remedying such time defects, and making such changes, together with interest on said total sum at the rate of ten percent (10%) per annum until paid, plus all court costs and attorney fees incurred in collection. Furthermore, Landlord agrees to transfer on a non-exclusive basis to Tenant all manufacturer’s product and equipment warranties in so far as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect same pertain to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsare assignable.

Construction of Tenant Improvements. Tenant shall install be responsible for constructing within the Premises the tenant improvements ("Tenant Improvements") described in the preliminary space plan attached hereto as Exhibit B-l ("Xreliminary Space Plan"). The Tenant Improvements for the Premises will be more particularly described in the plans and construction' drawings ("Construction Drawings") as provided below. Landlord and Tenant reviewed and approved the attached Preliminary Space Plan for construction of the Tenant Improvements (as described in Paragraph 2(a) below) in accordance so that Tenant can provide Landlord with the terms and conditions of this Work LetterConstruction Drawings. The quantitiesConstruction Drawings shall indicate the specific requirements of Tenant's lease space, character outlining in detail interior partitions, floor coverings, a reflected ceiling plait, plumbing fixtures, and manner electrical plans (setting forth the electrical requirements of installation Tenant), all in conformity with the Preliminary Space Plan. The Construction Drawings shall include full energy calculations as required by the State of all California and the city agencies. Tenant shall, at Tenant's sole cost, submit to Landlord, for Landlord's approval, the construction drawings and the identity of the work related proposed contractor at least five (5) business days prior to the commencement of ally work. Landlord shall approve or return the Construction Drawings within five (5) business days for further modification or such Construction Drawings are deemed approved. Landlord shall contribute a Tenant Improvement Allowance of $22.00/useable sq. ft., payable to Tenant upon Landlord's receipt of an invoice for the Tenant Improvements constructed. (1) Before commencing any work relating to improvements affecting the Premises, Tenant shall notify Landlord of the expected date of commencement thereof and of the anticipated cost thereof Landlord shall then have the right at any time and from time to time to post and maintain on the Premises such notices as Landlord reasonably deems necessary to protect the Premises and Landlord from mechanics' liens or any other liens. (2) Tenant shall pay when due all claims for labor or materials furnished to Tenant for use in the Premises. Tenant shall not permit any mechanic liens or any other liens to be levied against the Premises for any labor or materials furnished to Tenant in connection with work performed on the Premises by or at the direction of Tenant. Tenant shall indemnify, hold harmless and defend Landlord (by counsel reasonably satisfactory to Landlord) from any liens and encumbrances arising out of any work performed or materials furnished by, or at the direction of Tenant. In the event that Tenant shall not, within twenty (20) days following the imposition of any such lien, cause such lien to be released of record by payment or posting of a proper bond, Landlord shall have, addition to all other remedies provided herein by law, the right, but not the obligation, to cause the same to be released by such means as it shall deem proper, including payment of the claim giving rise to such lien. All such sums paid by Landlord and all expenses incurred by it in connection therewith, including attorneys fees and costs, shall be subject payable to Landlord by Tenant or demand with interest at the limitations imposed rate of ten percent (10%) per annum. (3) All Improvements in or about the Premises performed by any or on behalf of Tenant shall be done in a first-class, workmanlike manner, and shall be completed in compliance with all applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding regulations alp orders of any governmental authority having jurisdiction thereover, as well as the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion requirements of insurers of the Premises and the Building. (4) Upon Landlord's request, Tenant Improvements that consist of stall remove any contractor, subcontractor or material supplier from the restrooms Premises and related improvements that will service the Building 2 (if the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing work or presence of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with person or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy entity results in labor disputes in or equivalent permit sign-off for the Premises is delayed beyond about the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure or Project or damage to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delayBuilding or Project. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agents-9- 10 10.

Construction of Tenant Improvements. At Lessor's sole cost and expense, Lessor shall construct the improvements ("Tenant shall install the Tenant Improvements (as Improvements") described in Paragraph 2(a) below) in accordance with the terms that certain letter from Xxxxx X. Xxxxx & Sons, Inc. to VidaMed Inc., dated July 13, 1994, attached hereto as Exhibit "B" and conditions of this Work Letterincorporated by reference herein. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject constructed in accordance with such attached plans and specifications, in a good and workmanlike manner, free of defects and using new materials and equipment of good quality and in compliance with all Applicable Law (including, without limitation, the Americans with Disabilities Act of 1990). Within thirty (30) days after the Commencement Date, Lessee shall have the right to submit a written "punchlist" to Lessor, setting forth any defective items to be corrected. Notwithstanding anything to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding contrary contained in this Lease or in the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct Lessee's acceptance of the portion Premises or submission of a "punchlist" shall not be deemed a waiver of Lessee's right to have defects in the Tenant Improvements that consist of or the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), Premises repaired at Tenant’s cost up Lessor's sole expense. Lessee shall give notice to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of Lessor whenever any such election prior to Tenant’s commencement of construction of the Tenant Improvementsdefect becomes reasonably apparent, and (b) Landlord Lessor shall use commercially reasonable efforts repair such defect as soon as practicable. Lessor also hereby assigns to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals Lessee all warranties with respect to the Tenant Improvements Improvements, including, without limitation, warranties which would reduce Lessee's maintenance obligations hereunder, and shall cooperate with Lessee to enforce such warranties. LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN, AND BY THE EXECUTION OF THIS LEASE SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE TIME THIS LEASE IS EXECUTED, THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE PREMISES. IF THIS LEASE HAS BEEN FILLED IN, IT HAS BEEN PREPARED FOR SUBMISSION TO YOUR ATTORNEY FOR HIS APPROVAL. FURTHER, EXPERTS SHOULD BE CONSULTED TO EVALUATE THE CONDITION OF THE PROPERTY AS TO THE POSSIBLE PRESENCE OF ASBESTOS, STORAGE TANKS OR HAZARDOUS SUBSTANCES. NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION OR BY THE REAL ESTATE BROKERS(S) OR THEIR AGENTS OR EMPLOYEES AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT RELATES; THE PARTIES SHALL RELAY SOLELY UPON THE ADVICE OF THEIR OWN COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS LEASE, IF THE SUBJECT PROPERTY IS LOCATED IN A STATE OTHER THAN CALIFORNIA, AN ATTORNEY FROM THE STATE WHERE THE PROPERTY IS LOCATED SHOULD BY CONSULTED. The parties hereto have executed this Lease at the place on the dates specified above to their respective signatures. Executed at_________________________ Executed at__________________________ On__________________________________ On___________________________________ By: LESSOR By: LESSEE The Xxxxx Mountain View Joint Venture ZoMed International ------------------------------------- ------------------------------------- By:_________________________________ By:__________________________________ Name Printed: Xxxxx Xxxxx Name Printed: Xxxx X. Xxxxxxx ---------------------- ----------------------- Title: Managing Joint Venturer Title: Executive Vice President ----------------------------- ------------------------------ Address: 0000 Xxxx Xxxxxxxxx Address: 000 X. Xxxxxxxxx Xxxxxxxxx --------------------------- ---------------------------- Xxxx Xxxx, XX 00000 Xxxxxxxx Xxxx, XX 00000 --------------------------- ---------------------------- Phone: (including without limitation 000) 000-0000 Phone: (000) 000-0000 --------------------------- ---------------------------- -41- EXHIBIT A --------- VidaMed, Inc., Scionex Corporation and ZoMed International do not use hazardous materials as of the Restroom Improvementssigning of the attached lease. XXXX MEDICAL SYSTEMS, INC. June 22, 1999 Xxxx Xxxxxxxx Cohesive Technology Solutions, Inc. 000 X. Xxxxxxxxx Xxxx. Xxxxx X Xxxxxxxx Xxxx, XX 00000 Subject: Extension of sublease of 000 Xxxxx Xxxxxxxxx Xxxxxxxxx, Xxxxxxxx Xxxx, XX 00000 Dear Alex, This letter shall serve as the formal agreement to extend the sublease between XXXX Medical Systems, Inc. ("Sublessor") and Computer LANscapes, Inc. (now Cohesive Technology Solutions, Inc.) ("Sublessee"), (iii) changes said sublease dated 13 January 1997. Reference is made, also, to Addendum One dated as of 13 January 1997 and Addendum Number Two, dated 19 February 1999. The standard sublease agreement as amended by Addendum One and Addendum Two and further described in Tenant’s Plans this letter shall be referred to as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay "Sublease Agreement". All capitalized terms are defined in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentssublease.

Construction of Tenant Improvements. Tenant has personally inspected the Leased Premises and accepts the same "as is" without representation or warranty by Landlord of any kind and with the understanding that Landlord shall install have no responsibility with respect thereto except to construct in a good and workmanlike manner the Tenant Improvements (as described improvements in Paragraph 2(a) below) the Leased Premises in accordance with Tenant's plans and specifications which shall be mutually agreed upon by both Landlord and Tenant and attached hereto as Exhibit B in an amount not to exceed Twenty-seven Thousand Three Hundred Forty-six Dollars ($27,346.00) (-Landlord's Allowance') and except as provided in Section 2.01. Tenant hereby acknowledges and agrees that all costs in excess of Landlord's Allowance will be (i) paid by Tenant to Landlord within thirty (30) days of Tenant's receipt of Landlord's invoice therefor; or (ii) amortized at an interest rate of eleven percent (11%) per annum and paid by Tenant as Additional Rent over the terms and conditions of this Work LetterLease Term. The quantities, character and manner of installation of all of the work related Notwithstanding anything contained herein to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoingcontrary, Landlord may agrees that, at Landlord’s 's sole election itself cost and expense (with and without deduction from Landlord’s contractor) construct 's Allowance), Landlord shall repair the portion of existing defect in floor elevation rise within the Leased Premises. In addition, Landlord and Tenant Improvements hereby agree that consist of Landlord will not be responsible for removing the restrooms and related improvements that will service Building 2 existing scissor xxxx lift in the Leased Premises (the “Restroom Improvements”)`Lift') and Tenant shall have the right, at Tenant’s 's sole cost up and expense, to a maximum amount of $322,764 (subject to Section 9(b) below)remove the Lift, provided that (a) Landlord notifies Tenant in writing of promptly repairs any damage caused by such election removal and restores the Leased Premises to its prior condition. In the event Tenant elects not to Tenant’s commencement of construction remove the Lift, Tenant shall have no liability or responsibility to ensure that the Lift is operational at the end of the Lease Term. Landlord hereby agrees that the tenant finish improvements to be constructed pursuant to Exhibit B shall be submitted to four (4) contractors for bids, including one (1) contractor selected by Tenant. Landlord and Tenant Improvementsshall thereafter work together in good faith and in a reasonable manner to select the contractor to perform such work, based on price, quality, delivery and (b) other reasonable factors. Landlord shall use commercially keep Tenant involved in the selection process, but Landlord shall have the ultimate right to select the contractor based on its reasonable efforts to not unreasonably interfere with or delay Tenant’s installation evaluation of the Tenant Improvementsfactors set forth above. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date There shall be extended day d presumption that the lowest bid will be selected, unless outweighed by other factors. Landlord agrees to warrant all work performed on the tenant finish improvements within the Leased Premises pursuant to EXHIBIT B for day by a period of one (1) year from the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsDate.

Construction of Tenant Improvements. Ninety (90) days prior to the Commencement Date, Landlord will deliver possession to Tenant shall install the Tenant Improvements (as described in Paragraph 2(a) below) in accordance with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion Premises for construction of the Tenant Improvements that consist as provided herein in its current “as is” and “where is” condition. Delivery of the restrooms Premises to Tenant by Landlord shall be with all structural systems, roof systems, plumbing systems, window systems, window coverings, new ceiling grid, tiles (unless removed by Landlord pursuant to Section 14 hereof), elevator systems, restrooms, the base Building HVAC mechanical systems, the base Building electrical systems and related improvements that will service the fire and life safety systems (“Base Building 2 (the “Restroom ImprovementsPremises”), at Tenant’s cost up free from latent defects and structural defects, in good and proper working order and in full compliance with all Laws, applicable building codes and ordinances which govern the use and occupancy of office buildings in Denver, Colorado to allow Tenant to construct the Tenant Improvements. Upon such delivery date, Tenant shall have a maximum amount of $322,764 (subject license thereafter to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of perform construction of the Tenant Improvements, as further provided in this Exhibit C, such license to be upon all of the terms of this Lease, except that no Monthly Base Rent or Tenant’s Percentage of Operating Expenses, Taxes, Insurance Costs and (b) Utilities Costs shall be due and payable. The Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation provide all utilities (electrical, HVAC and lighting) during the construction of the Tenant ImprovementsImprovements at no cost to Tenant. If a certificate Taking of occupancy or equivalent permit sign-off for possession by Tenant shall establish that the Premises is delayed beyond are in good and satisfactory condition when possession was so taken, subject to latent defects that could not reasonably have been discovered upon diligent inspection upon taking possession and that are identified by Tenant to Landlord in writing within six (6) months after the Building 2 Scheduled Commencement Date solely date of possession by Tenant. Tenant acknowledges that no representations as a result to the condition of the Premises have been made by Landlord, unless such are expressly set forth in this Lease. Tenant shall make no changes to the Plans and Specifications or the work reflected in the Plans and Specifications without the consent of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does consent shall not result from Tenant Delays (as defined below) be unreasonably withheld, conditioned or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delaydelayed. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agents.EXHIBIT C

Construction of Tenant Improvements. (a) Except as otherwise set forth herein, Landlord shall have no responsibility with respect to delivery of the Leased Premises except to (i) construct at Landlord's sole cost and expense (except as agreed to by Tenant shall install in any Change Order Memorandum of Agreement (as hereinafter defined)) in a good and workmanlike manner the Tenant Improvements in the Space Plan attached hereto as Exhibit B (as described in Paragraph 2(athe "Tenant Improvements") below) free of defects and using materials and equipment of good quality, and in accordance with all applicable laws and the terms Scope of Work and conditions preliminary plans dated October 15, 2002, incorporated herein as Exhibit B-1 ("Scope of this Work Letter. The quantitiesWork"), character and manner of installation of with the approved Plans and Specifications (as defined below) as prepared by Alliance Architecture, subject to events and delays due to causes beyond its reasonable control, (ii) deliver the Leased Premises in good, vacant, broom clean condition, with all building systems in good working order and in compliance with all laws and (ii) obtain any and all approvals and permits from the appropriate governmental authorities required for the legal occupancy of the work related to Leased Premises and the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion construction of the Tenant Improvements that consist in accordance with applicable law. Notwithstanding anything herein to the contrary, Tenant's acceptance of the restrooms Leased Premises or submission to Landlord of a written "punch list" shall not be deemed a waiver of Tenant's right to have defects in the Tenant Improvements or the Leased Premises repaired at no cost to Tenant within one year from the Commencement Date. At anytime within one year from the Commencement Date, Tenant shall give notice to Landlord whenever any such defect becomes reasonably apparent, and related improvements that will service Building 2 Landlord shall repair such defect as soon as practicable. On or before October 28, 2002, (i) Landlord shall prepare and submit to Tenant a set of plans and specifications and/or construction drawings (the “Restroom "Plans and Specifications") covering all work to be performed by Landlord in constructing and installing the Tenant Improvements”), at Tenant’s cost up to a maximum amount which shall be based on and be consistent with the Space Plan and Scope of $322,764 Work attached hereto as Exhibit B-1 and (subject to Section 9(b) below), provided that (aii) Landlord notifies shall provide Tenant in writing of such election prior to Tenant’s commencement of with a xxxx chart detailing the daily construction schedule for the construction of the Tenant Improvements, and . Tenant shall have five (b5) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation business days after receipt of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for Plans and Specifications in which to review the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agents.and

Construction of Tenant Improvements. Section 2.02 of the Lease is hereby amended by incorporating the following: "Commencing December 1, 2018, Landlord hereby agrees to provide Tenant with an allowance in an amount equal to Twenty Seven Thousand One Hundred Ninety Two and 00/100 Dollars ($27,192.00) ("First Additional Space Allowance") for tenant's use in constructing mutually agreed upon tenant improvements in the First Additional Space which shall be performed in accordance with Section 7.03 of the Lease. Any portion of the First Additional Space Allowance not utilized on or before November 30, 2019 shall be forfeited. Landlord hereby agrees that Tenant shall install have access to the Woolpert Space and to the First Additional Space on September 1, 2018 for constructing the tenant improvements and otherwise prepare the Woolpert Space and the First Additional Space for occupancy. During such entry (a) Tenant Improvements shall comply with all terms and conditions of this Lease other than the obligation to pay rent, and (as described in Paragraph 2(ab) below) in accordance Tenant shall cause its personnel and contractors to comply with the terms and conditions of this Work LetterLandlord's rules of conduct (which Landlord agrees to furnish to Tenant upon request). The quantitiesCommencing December 3, character 2020, Landlord hereby agrees to provide Tenant with an allowance in an amount equal to Seven Thousand Nine Hundred Twelve and manner of installation of all 00/100 Dollars ($7,912.00) ("Second Additional Space Allowance") for tenant's use in constructing mutually agreed upon tenant improvements in the Second Additional Space which shall be performed in accordance with Section 7.03 of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesLease. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the Any portion of the Second Additional Space Allowance not utilized on or before December 2, 2021 shall be forfeited. In addition, commencing July 1, 2025, Landlord hereby agrees to provide Tenant Improvements that consist of with an allowance in an amount equal to Three Hundred Three Thousand Nine Hundred and 00/100 Dollars ($303,900.00) ("Landlord's Allowance") to be used towards mutually agreed upon tenant improvements in the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant ImprovementsLeased Premises. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result Any portion of Landlord’s failure to substantially complete the Restroom Improvements prior to such date's Allowance not utilized on or before June 30, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date 2026 shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsforfeited."

Construction of Tenant Improvements. Tenant Lessee understands and agrees that Lessor is currently in the process of constructing the improvements which shall install comprise the Tenant Improvements Premises. In the course of such construction, Lessor hereby agrees to construct the tenant improvements set forth in the plans and specifications attached hereto as Exhibit “B”. Such plans and specifications are hereby clarified as follows: SEE EXHIBIT “B”. Lessee has reviewed and approved all such plans and specifications. Any changes or additions made by Lessee to such plans and specifications shall be at Lessee’s sole cost and expense, including a ten percent (10%) administrative payment to Lessor. Such additional payments shall be paid by Lessee to Lessor as described in Paragraph 2(afollows: (i) belowfifty percent (50%) in accordance with the terms upon approval of such change by Lessor; and conditions of this Work Letter. The quantities, character and manner of installation of all (ii) fifty percent (50%) prior to occupancy of the work related to the Tenant Improvements Premises by Lessee. All tenant improvements shall be subject to deemed substantially completed when the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesCity of Carpinteria issues a Certificate of Occupancy for the Premises. Notwithstanding the foregoingissuance of such Certificate, Landlord may at Landlord’s sole election itself (Lessee shall be provided with Landlord’s contractor) construct a punch list of such tenant improvements prior to the portion commencement of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvementslease term, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for inspect the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, after their substantial completion. Lessee shall set forth any manner in which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, Lessee claims that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors do not conform to install the Restroom Improvementsplans and specifications attached hereto as Exhibit “B”, or unreasonable interference with as reasonably measured by the standards of finished, comparably priced industrial space in the Santa Xxxxxxx area (hereinafter the “discrepancy”). Lessor shall cure such installation by Tenant or its contractors or agentsdiscrepancies to the extent Lessor deems such discrepancies to be reasonably claimed, within thirty (30) days following commencement of the lease term. Provided however, if any such discrepancy is incapable of cure within such thirty (30)-day period, and Lessor has commenced the cure of such discrepancy within such thirty (30)-day period, this provision shall be satisfied.

Construction of Tenant Improvements. Tenant shall install construct but ----------------------------------- Landlord will own (and to the extent set forth in this Section 7.1 will pay for) certain improvements (the "Tenant Improvements") in the Premises. The Tenant Improvements (as described in Paragraph 2(a) below) for the Premises shall be designed and completed in accordance with this Article 7 and Article 31 below, the terms and conditions cost to Landlord of this Work Letter. The quantitieswhich shall not exceed Four Hundred Three Thousand Six Hundred Dollars ($403,600) (i.e., character and manner of installation of all $20 per rentable square foot of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rulesPremises) ("T.I. Allowance"). Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction As part of the Tenant Improvements, and (b) Landlord Tenant shall use commercially reasonable efforts the T.I. Allowance to pay for twenty-five percent (25%) of the costs of the initial upgrade by Landlord of the Building's electrical power system, such that the Premises will be served with 1400 amps of 277/480V 3 phase power in accordance with Section 19.1 below, however, in no case shall such amount paid by Tenant exceed Fifty-five Thousand Dollars ($55,000). Any costs to construct the Tenant Improvements (including any demolition of current improvements) in excess of the T.I. Allowance shall be paid for by Tenant. The Tenant Improvements shall consist of all interior demolition and improvements constructed in the Premises which are not unreasonably interfere part of the Building's structure or shell and shall include by way of illustration, floor coverings, interior partitions, doors, ceilings, lighting fixtures, wall coverings, electrical and telephone outlets. The Tenant Improvements shall be constructed in accordance with or delay plans and specifications prepared by Tenant’s 's architect and approved by both Landlord and Tenant pursuant to Article 31 of this Lease. Except as otherwise provided herein, the T.I. Allowance shall be available towards the costs of the actual, incurred costs of the Tenant Improvements, including the cost of all labor and materials for the construction and installation of the Tenant Improvements; the cost of demolition work; the cost of all permits, licenses, and fees; all amounts paid to Tenant's contractors under and pursuant to contracts for the construction and installation of the Tenant Improvements; all architectural, engineering, space planning, and other consultant's fees; all amounts paid for mechanical drawings, plans, specifications, shop drawings, designs, and layouts; and reasonable incidental costs related to the foregoing. If The foregoing notwithstanding, Landlord shall cause to be constructed, at Landlord's cost, a certificate of occupancy or equivalent permit sign-off demising wall for the Premises is delayed beyond as shown on Exhibit A attached hereto (the Building 2 Scheduled Commencement Date solely as "Demising Wall"), on or before October 15, 1999. Tenant acknowledges that Landlord has already provided, at Landlord's cost, a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day primary lobby and entry door for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agents.

Construction of Tenant Improvements. Tenant Landlord shall install perform the Tenant Improvements work (as the "Landlord Work") described in Paragraph 2(a) below) EXHIBIT LW attached hereto in accordance with the terms a good and conditions workmanlike manner. The term of this Lease shall commence (the "Commencement Date") fourteen (14) days after the date Landlord shall have substantially completed the Landlord Work Letter. The quantities(that is, character has completed the Landlord Work, except for normal "punch list" items) and manner shall have delivered to Tenant a copy of installation either (i) a permanent Certificate of all Occupancy for the Leased Property from the appropriate building official of the work related to City of Taunton, Massachusetts or (ii) a Temporary Certificate of Occupancy for the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below)Leased Property from such official, provided that (a) Landlord notifies such Temporary Certificate of Occupancy contains no conditions which would render the Premises unusable by Tenant in writing for the Permitted Use. In the event the Landlord's Work is not completed on or before December 31, 1997, Tenant shall have the right to terminate its obligations under this Lease by giving written notice of such election prior termination to Tenant’s commencement Landlord on or before February 1, 1998; provided, however, that (1) such dates shall be extended for a period equal to the duration of any delays in construction caused by strikes, shortages or materials, acts of God or other matters not reasonably within the Tenant Improvementscontrol of Landlord, and (b2) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of in the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for event any delays in completing the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely Landlord's Work are as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) change orders or Force Majeure, then the Building 2 Commencement Date other delays caused by Tenant. The foregoing dates shall be extended day for day for each such delay caused by Tenant or longer if appropriate to compensate for additional delays which were encountered on account of items enumerated in (1) above that would not otherwise have been encountered but for the number Tenant-caused delays. Tenant's failure to give such notice of termination on or before February 1, 1998 (or such later date as extended pursuant to (1) or (2) above) shall constitute a waiver of such termination right with the result that February 1, 1998 (or such later date as extended pursuant to (1) or (2) above) shall become the Commencement Date. Thirty (30) days after the Building 2 Scheduled Commencement Date until Date, Landlord shall be deemed to have satisfactorily completed the issuance construction of a certificate of occupancy or equivalent permit sign-off the Landlord Work, and Tenant shall be deemed to have waived all rights and remedies with respect to deficiencies in such construction, except for (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business a) deficiencies in the Premises)HVAC system of which Tenant has informed the Landlord in writing not later than three hundred sixty-five (365) days following the Commencement Date, provided(b) deficiencies of any other type of which Tenant has informed Landlord, howeverin writing, that not later than thirty (30) days following the Commencement Date, and (c) latent defects in the roof or structural integrity of the building constructed as part of the Landlord Work. Further, with respect to any portions of the Landlord's Work for which Landlord has received a guaranty or warranty from the general contractor or subcontractor performing such work, Tenant delivers shall have the full benefit of such warranty or guaranty as long as Tenant gives Landlord written notice to Landlord at of such time as Tenant becomes aware defect or deficiency in a timely manner so that Landlord is capable of making a timely claim under the guaranty or warranty in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsquestion.

Construction of Tenant Improvements. Following Landlord’s approval of the Final Plans, and once construction has commenced, Tenant’s contractor (selected as provided in Section 8(n)) will commence and diligently proceed with the construction of the Tenant Improvements. Tenant shall install use diligent efforts to cause its contractor to complete the Tenant Improvements in a good and workmanlike manner in accordance with the Final Plans. Landlord shall have the right to enter upon the Premises to inspect Tenant’s construction activities following reasonable advance notice Tenant. In the event of a Landlord Delay (as described hereinafter defined) which causes Tenant to be delayed in Paragraph 2(aits ability to substantially complete the Tenant Improvements and use the Premises (or portion thereof) belowfor normal business operations on or before the date that is six (6) months following Landlord’s delivery of the Premises to Tenant with the Tenant Improvements substantially completed, and provided Tenant does not actually use the Premises (or portion thereof) as a result of such Landlord Delay, then Tenant shall be entitled to a per day rent credit for each day of a Landlord Delay equal to: (i) the rentable square footage of the effected portion of the Premises, multiplied by (ii) the Annual Rental Rate per rentable square foot, and with such product then divided by 365. Tenant acknowledges that some interruptions and/or interference with Tenant’s business may occur during the course of Tenant’s completion of the Tenant Improvements, but agrees that no interruptions or inconveniences to Tenant or its business suffered as a result of Tenant’s own completion of the Tenant Improvements shall constitute an eviction of Tenant from the Premises, whether constructive or otherwise, and Tenant shall in no event be excused from paying the rent that it is scheduled to pay pursuant to the terms of the Lease, except in accordance with the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation by Tenant or its contractors or agentsimmediately preceding sentence.

Construction of Tenant Improvements. Tenant a. Lessor, as soon as this Agreement is executed, shall install make arrangements for Reno Contracting, Inc. (“Contractor”) to construct the Tenant Improvements (as described in Paragraph 2(a) below) in accordance indicated on the Plans as soon as commercially possible and consistent with industry custom and practice. Although Lessor will enforce the terms and conditions of this Work Letter. The quantities, character and manner of installation of all of the work related contract with Contractor to have the Tenant Improvements completed as soon as reasonably possible, Lessor shall not be subject to liable for delay in the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion construction of the Tenant Improvements that consist cause the date of the restrooms and related improvements that will service Building 2 Substantial Completion to occur after December 31, 2008 (the “Restroom Improvements”), at Tenantas extended by delays due to Lessee’s cost up breach of its obligations hereunder or due to a maximum amount delay arising from a Change Order requested by Lessee) except to the extent that such delay is caused by (i) Lessor’s failure to respond to Schematic Drawings or Plans within three (3) business days of $322,764 their submission to Lessor, (subject to Section 9(bii) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of construction any willful misconduct by Contractor which actually delays completion of the Tenant Improvements, and (biii) Landlord Lessor’s gross negligence or intentional misconduct. Lessor shall use commercially reasonable efforts direct Contractor to not unreasonably interfere with or delay Tenant’s installation of secure independent bids from three (3) subcontractors mutually acceptable to Lessor and Lessee (to the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off extent that such bids are reasonably available) for each trade (except for HVAC, fire safety, plumbing and electrical, for which the Premises is delayed beyond same subcontractors that completed lobby and core work and first floor tenant improvements at the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete will perform the Restroom Improvements prior to work for such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business items in the Premises). Unless mutually agreed by Lessor and Lessee, providedthe lowest bidding subcontractor shall be retained by Contractor to perform the work. Lessee shall be provided with the bid packages submitted for bid and, howeverbased on the winning bids, that Tenant delivers written notice a budget of Total Costs (defined below) shall be prepared by Contractor and submitted to Landlord at such time as Tenant becomes aware that Landlord is in danger Lessor and Lessee for final approval (the “Approved Budget”). In connection with its approval of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses the Approved Budget, subject to Landlord’s comments Minimum Standard, Lessee shall have the right to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in eliminate or modify any submittals for permits or other governmental approvals with respect to elements of the Tenant Improvements (including without limitation and cause the Restroom Improvements)Total Cost estimate to be revised accordingly, (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities however Lessee shall be solely liable for permits, (iv) any additional cost or delay in obtaining materials completion of the Tenant Improvements resulting therefrom. Lessee shall have the benefit of the lowest pricing Contractor provides to Lessor for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with such installation comparable construction on other properties owned by Tenant Lessor or its contractors or agentsaffiliated companies.

Construction of Tenant Improvements. Until Tenant shall install selects the Standard ----------------------------------- colors and styles for the Preliminary Tenant Improvements Improvement Work, approves the Preliminary Work Cost Statement and pays Landlord the amount by which the Preliminary Work Cost Statement exceeds the Preliminary Allowance, if any, Landlord will be under no obligation to cause the construction of any of the Preliminary Tenant Improvements. Following Tenant's approval of the Preliminary Work Cost Statement described in Subparagraph 3(b) above and upon Tenant's payment of the total amount by which such Preliminary Work Cost Statement exceeds the Preliminary Allowance, if any, Landlord's contractor will commence and diligently proceed with the construction of the Preliminary Tenant Improvements, subject to Tenant Delays (as described in Paragraph 2(a) 8 below) and Force Majeure Delays (as described in accordance with Paragraph 9 below). Promptly upon the terms and conditions of this Work Letter. The quantities, character and manner of installation of all commencement of the work related to the Preliminary Tenant Improvements shall be subject to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding the foregoingImprovement Work, Landlord will furnish Tenant with a construction schedule letter setting forth the projected completion dates therefor and showing the deadlines for any actions required to be taken by Tenant during such construction, and Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct the portion of the Tenant Improvements that consist of the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), at Tenant’s cost up from time to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of such election prior to Tenant’s commencement of time during construction of the Tenant Improvements, and (b) Landlord shall use commercially reasonable efforts to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals with respect to the Preliminary Tenant Improvements (including without limitation the Restroom Improvements), (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable control, and (v) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements, or unreasonable interference with modify such installation by Tenant or its contractors or agentsschedule.

Construction of Tenant Improvements. At Lessor's sole cost and expense, Lessor shall construct the improvements ("Tenant shall install the Tenant Improvements (as Improvements") described in Paragraph 2(a) below) in accordance with the terms that certain letter from Xxxxx X. Xxxxx & Sons, Inc. to VidaMed Inc., dated July 13, 1994, attached hereto as Exhibit "B" and conditions of this Work Letterincorporated by reference herein. The quantities, character and manner of installation of all of the work related to the Tenant Improvements shall be subject constructed in accordance with such attached plans and specifications, in a good and workmanlike manner, free of defects and using new materials and equipment of good quality and in compliance with all Applicable Law (including, without limitation, the Americans with Disabilities Act of 1990). Within thirty (30) days after the Commencement Date, Lessee shall have the right to submit a written "punchlist" to Lessor, setting forth any defective items to be corrected. Notwithstanding anything to the limitations imposed by any applicable governmental regulations, laws, ordinances, codes and rules. Notwithstanding contrary contained in this Lease or in the foregoing, Landlord may at Landlord’s sole election itself (with Landlord’s contractor) construct Lessee's acceptance of the portion Premises or submission of a "punchlist" shall not be deemed a waiver of Lessee's right to have defects in the Tenant Improvements that consist of or the restrooms and related improvements that will service Building 2 (the “Restroom Improvements”), Premises repaired at Tenant’s cost up Lessor's sole expense. Lessee shall give notice to a maximum amount of $322,764 (subject to Section 9(b) below), provided that (a) Landlord notifies Tenant in writing of Lessor whenever any such election prior to Tenant’s commencement of construction of the Tenant Improvementsdefect becomes reasonably apparent, and (b) Landlord Lessor shall use commercially reasonable efforts repair such defect as soon as practicable. Lessor also hereby assigns to not unreasonably interfere with or delay Tenant’s installation of the Tenant Improvements. If a certificate of occupancy or equivalent permit sign-off for the Premises is delayed beyond the Building 2 Scheduled Commencement Date solely as a result of Landlord’s failure to substantially complete the Restroom Improvements prior to such date, which failure does not result from Tenant Delays (as defined below) or Force Majeure, then the Building 2 Commencement Date shall be extended day for day by the number of days after the Building 2 Scheduled Commencement Date until the issuance of a certificate of occupancy or equivalent permit sign-off (but in no event shall the Building 2 Commencement Date be delayed beyond the date Tenant commences business in the Premises), provided, however, that Tenant delivers written notice to Landlord at such time as Tenant becomes aware that Landlord is in danger of causing such delay. “Tenant Delays” shall mean (i) Tenant’s delay in submittal of Tenant’s Plans and/or responses to Landlord’s comments to Tenant’s Plans beyond the time periods provided in this Work Letter, (ii) Tenant’s delay in any submittals for permits or other governmental approvals Lessee all warranties with respect to the Tenant Improvements (including Improvements, including, without limitation the Restroom Improvements)limitation, (iii) changes in Tenant’s Plans as they relate to the Restroom Improvements after they have been submitted to governmental authorities for permits, (iv) delay in obtaining materials for reasons outside Landlord’s reasonable controlwarranties which would reduce Lessee's maintenance obligations hereunder, and shall cooperate with Lessee to enforce such warranties. LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN, AND BY THE EXECUTION OF THIS LEASE SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE TIME THIS LEASE IS EXECUTED, THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE PREMISES. IF THIS LEASE HAS BEEN FILLED IN, IT HAS BEEN PREPARED FOR SUBMISSION TO YOUR ATTORNEY FOR HIS APPROVAL. FURTHER, EXPERTS SHOULD BE CONSULTED TO EVALUATE THE CONDITION OF THE PROPERTY AS TO THE POSSIBLE PRESENCE OF ASBESTOS, STORAGE TANKS OR HAZARDOUS SUBSTANCES. NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION OR BY THE REAL ESTATE BROKERS(S) OR THEIR AGENTS OR EMPLOYEES AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT RELATES; THE PARTIES SHALL RELAY SOLELY UPON THE ADVICE OF THEIR OWN COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS LEASE, IF THE SUBJECT PROPERTY IS LOCATED IN A STATE OTHER THAN CALIFORNIA, AN ATTORNEY FROM THE STATE WHERE THE PROPERTY IS LOCATED SHOULD BY CONSULTED. The parties hereto have executed this Lease at the place on the dates specified above to their respective signatures. Executed at Palo Alto, CA Executed at Zomed/Mountain View, CA ----------------------------- ---------------------------- On February 13, 1995 On February 13, 1995 ----------------------------------- ---------------------------------- By: LESSOR By: LESSEE The Xxxxx Mountain View Joint Venture ZoMed International ------------------------------------- ------------------------------------ By: /s/: Xxxxx Xxxxx By: /s/: Xxxx X. Xxxxxxx ---------------------------------- --------------------------------- -32- Name Printed: Xxxxx Xxxxx Name Printed: Xxxx X. Xxxxxxx Title: Managing Joint Venturer Title: Executive Vice President Address: 0000 Xxxx Xxxxxxxxx Address: 000 X. Xxxxxxxxx Xxxxxxxxx Palo XXxx.XX 94304 Xxxxxxxx Xxxx, XX 00000 Phone: (v4l5) Tenant’s failure to provide reasonable access to the Premises to Landlord’s contractors to install the Restroom Improvements000-0000 Xhone: (000) 000-0000 EXHIBIT "B" Xxxxx X. Xxxxx & Sons, or unreasonable interference with such installation by Tenant or its contractors or agents.Inc. General Contractors 0000 Xxxx Xxxxxxxxx Xxxx Xxxx, Xxxxxxxxxx 00000 (415) 321-8432 July 13, 1994 VIDAMED 0000 Xxxxxx Xxxx Xxxxx Xxxx, XX 00000 RE: Preliminary Cost Estimate Qualifications All work is based on Zomed/Scionex floor plan, 1 sheet dated 7/1/94