Approved Working Drawings. Following the completion of the Draft Working Drawings, Landlord shall send to Tenant via electronic mail one .pdf electronic copy of the Draft Working Drawings for Tenant’s reasonable approval. Tenant shall approve the Draft Working Drawings within five business days of receipt by delivery of written notice thereof to Landlord. Tenant may only disapprove the Draft Working Drawings to the extent they are not a logical extension of, or they are inconsistent with, the Space Plan, in which event Tenant shall provide a reasoned explanation for such disapproval. In such event, Landlord shall redraft the Draft Working Drawings and resubmit them to Tenant for its reasonable approval, until Tenant approves them. In any event, Landlord shall have the absolute right to reject any proposed changes or modifications proposed by Tenant that, in Landlord’s reasonable opinion, # are inconsistent with, or not a logical extension of, the Space Plan, # will increase the cost of the Tenant Improvements, # will materially detract from the value of the Project or # will impact the Building's structure, systems or future marketability. If Tenant does not approve or disapprove the Draft Working Drawings within five business days after receipt of any version of them, Tenant shall be deemed to have approved the Draft Working Drawings. The Draft Working Drawings as approved (or deemed approved) by Tenant are hereinafter referred to as the "Approved Working Drawings".

Approved Tenant Changes. Tenant has requested, and Landlord has approved, certain changes to the Base Building Plans as set forth on [Schedule 2], attached hereto (collectively, "Approved Tenant Changes"). Landlord shall, promptly following the full execution and delivery of the Lease by Landlord and Tenant, deliver to Tenant written notice of the costs that will be incurred to implement the proposed Tenant Requested Change (a "Landlord's Change Notice"). After receipt of Landlord's Change Notice, if Tenant advises Landlord to proceed with the proposed Tenant Requested Change, then the proposed Tenant Requested Change shall be incorporated into the

Approved Working Drawings. The Final Working Drawings shall be approved by Landlord (the “Approved Working Drawings”) prior to the commencement of construction of the Premises by Tenant. After approval by Landlord of the Final Working Drawings, Tenant shall promptly submit the same to the appropriate governmental authorities for all applicable building permits. Tenant hereby agrees that neither Landlord nor Landlord’s consultants shall be responsible for obtaining any building permit for the Tenant Improvements or certificate of occupancy for the Premises and that obtaining the same shall be Tenant’s responsibility; provided, however, that Landlord shall cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permit or certificate of occupancy. No changes, modifications or alterations in the Approved Working Drawings, other than minor changes that are necessary to account for existing conditions in the Building or are otherwise non-material, may be made without the prior written consent of Landlord, which consent shall not be unreasonably withheld or conditioned and shall be granted or reasonably denied within five (5) business days following request.

Before starting the Approved Works the Tenant must:

Pre-approved Description. The Parties will develop a description of their relationship under this Agreement that may be used, in whole or in part, without modification by either Party and its Affiliates in any pre-approved Publicity, without further approval, provided, however, that pre-approval is not required to utilize the pre-approved description in any sales or marketing collateral, such as the Web Site of a Party or its Affiliates, customer datasheets, presentations and proposals.

means the Investment Fund invested primarily in shares of Company Stock. Solely as necessary to provide funds for exchanges or redemptions or to pay Plan expenses, the Company Stock Fund may also include a level of short-term liquid investments as may be established by the Trustee and the Controlling Company from time to time. The Company Stock Fund is intended to constitute an employee stock ownership plan within the meaning of Code [Section 4975(e)(7)].

Closing Payment Fund. All funds held from time to time in the Closing Payment Fund shall be invested by the Payment Agent in the manner set forth in the Payment Agent Agreement pending payment thereof by the Payment Agent to Sellers in accordance with the terms hereof. As of and after the Closing, each Seller shall be entitled to receive from the Payment Agent, # by delivery of a wire transfer, the consideration constituting the cash portion of the Closing Payment Fund to which such Seller is entitled as set forth in the Proceeds Allocation Schedule, and # subject to the fulfillment of the condition set forth in Section 1.8, the number of shares of Buyer Common Stock to which such Seller is entitled as set forth in the Proceeds Allocation Schedule, in each case, less any applicable Tax withholding, in a manner consistent with Section 1.10 hereof. Eligibility of each Seller to receive shares of Buyer Common Stock, as set forth in the Proceeds Allocation Schedule, shall be conditioned upon such Seller executing the written confirmation that it is a Qualified Shareholder as set forth on the signature page to this Agreement or in other form satisfactory to Buyer (the “Shareholder Confirmation”). If such Seller does not execute a Shareholder Confirmation, then such Seller shall be eligible to receive only its respective cash portion of the Closing Payment Fund while its respective allocation of shares of Buyer Common Stock shall not be paid to it until the delivery of a duly completed and executed Shareholder Confirmation; provided, however, notwithstanding the foregoing, Equityholders who are not Qualified Shareholders, will receive, in lieu of their respective shares of Buyer Common Stock due hereunder, an amount in cash equal to the product of # such amount of shares of Buyer Common Stock due hereunder multiplied by # the Average Trading Price.

Reference Bond Fund. The reference investment shall be a mutual fund or bank common trust fund which invests in a diversified portfolio of government and high quality corporate bonds (generally A rated or higher) with average maturities of up to 5 years.

Reference Growth Fund. The reference investment shall be a mutual fund which focuses on growth equities.

No Trust Fund. This Agreement will not be construed to create a trust or separate fund of any kind or a fiduciary relationship between the Company and you or any other person. To the extent that you acquire the right to receive payments from the Company under this Agreement, such right will be no greater than the right of any unsecured general creditor of the Company.