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<br /> Landlord may withhold its consent, in its sole discretion. Unless otherwise agreed by Landlord and Tenant in
<br /> writing,the work on all such Alterations shall be performed either by or under the direction of Landlord, but at
<br /> the cost of Tenant. If the Landlord gives its preliminary consent to any such Alterations, the Tenant shall
<br /> furnish to the Landlord for approval before commencement of the work or delivery of any materials to the
<br /> Europa Center all of the following:
<br /> (i) all plans and specifications;
<br /> (ii) names and addresses of all contractors;
<br /> (iii) copies of all contracts;
<br /> (iv)all necessary permits;
<br /> (v) an indemnification of Landlord by all contractors in form and amount satisfactory to Landlord;and
<br /> (iv) certificates of insurance from all contractors performing labor or furnishing materials, insuring
<br /> against any and all claims, costs, damages, liabilities and expenses which may arise in
<br /> connection with such Alterations.
<br /> Within ten (10) business days of receiving all of the items specified in (i) through (v) above, in full and
<br /> complete form, Landlord shall specifically approve or disapprove in writing each of the items. Tenant shall
<br /> modify, supplement or substitute such items as Landlord disapproves, pursuant to Landlord's written
<br /> instructions, and resubmit such items to Landlord for its approval. Landlord shall respond in writing to each
<br /> resubmission within ten (10) business days. Tenant shall not commence any work or have any supplies or
<br /> materials delivered to the Europa Center Until it has received Landlord's specific written approval of all such
<br /> items.
<br /> (b) No Interference or Disruption. The Alterations and all related construction activities shall not
<br /> interfere with the normal operations of the Europa Center. The Landlord reserves the right to determine
<br /> whether the Alterations or any portion of them must be made after normal business hours.
<br /> (c) Liability. Regardless of who performs any Alterations and notwithstanding Landlord's consent
<br /> thereto, Tenant shall hold the Landlord, its agents and employees forever harmless from any and all liabilities
<br /> of every kind and description which may arise out of or be connected in any way with the Alterations. Any
<br /> mechanic's lien filed against the Rented Space or the Europa Center for work or materials claimed to have
<br /> been furnished to the Tenant shall be discharged of record by the Tenant within ten (10)days after filing, at
<br /> the Tenant's expense. Upon completing any Alterations, the Tenant shall furnish the Landlord with
<br /> contractors' affidavits, full and final waivers of lien and receipted bills covering all labor and materials
<br /> expended and used. All Alterations shall comply with all insurance requirements and with all ordinances and
<br /> regulations of any applicable public authority. All Alterations shall be performed in a good and workmanlike
<br /> manner, using first class materials.
<br /> (d) Ownership. All Alterations, made by either party, including without limitation all paneling,
<br /> decorations, partitions, railings, mezzanine floors, carpets, galleries, heating or air conditioning equipment,
<br /> plumbing, electrical machinery and equipment, shall become the property of Landlord and shall remain upon
<br /> and be surrendered with the Rented Space as a part of the Rented Space at the end of the Term; provided
<br /> that if requested by Landlord on termination of this Lease,Tenant shall restore the Rented Space to the same
<br /> condition as at the Commencement Date. Furniture and movable trade fixtures which are installed by Tenant
<br /> at its expense, except for those referred to above, shall remain Tenant's property and may be removed at any
<br /> time prior to the termination of the Term provided Tenant is not then in Default and further provided Tenant
<br /> promptly repairs any damage caused by such removal. Any such trade fixtures which Tenant has the right to
<br /> remove under the above provisions, or personal property belonging to Tenant or to any invitee, assignee or
<br /> subtenant, shall be deemed abandoned by Tenant if not removed prior to termination of the Term, and shall
<br /> become the property of the Landlord without any payment or offset for the property, if Landlord so elects. If
<br /> the Landlord does not so elect, the Landlord may remove any fixtures or property from the Leased Premises
<br /> and store them at the Tenant's sole risk and expense or dispose of them in any manner, including the sale,
<br /> scrapping or destruction thereof, and to the extent permitted by law Tenant waives all claims against Landlord
<br /> therefor. The Tenant shall repair and restore, and save the Landlord forever harmless from, any and all
<br /> damage to the Leased Premises caused by such removal, whether by the Tenant or by the Landlord.
<br /> 11. ACCEPTANCE OF LEASED PREMISES. Occupation by Tenant shall constitute acceptance of the
<br /> Leased Premises AS IS, except for latent defects and deficiencies specified in writing by Tenant to Landlord
<br /> within ten(10)days after Tenant's occupancy. Landlord makes no representation or warranty,oral or written,
<br /> as to the condition of the Leased Premises nor as to the use or fitness of the Leased Premises for any
<br /> particular purpose except for general office use. Landlord shall not be responsible for obtaining any
<br /> governmental approvals or permits necessary to enable Tenant to occupy or use the Leased Premises(other
<br /> than the certificates of occupancy or other approvals related to work done by Landlord to upfit the Rented
<br /> Space). Obtaining such other approvals and certificates shall be the sole responsibility of the Tenant. The
<br /> Landlord shall not be responsible for obtaining any certificate of occupancy or other approvals required in
<br /> connection with construction work done by the Tenant or contractors engaged by the Tenant.
<br /> 12. DELAY IN COMMENCEMENT. Landlord shall not be liable to Tenant or any third party for failure to
<br /> deliver possession of the Rented Space to Tenant on or before the Commencement Date, if such failure is
<br /> due to any of the following:
<br /> Page 7 -THE EUROPA CENTER Lease
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