Approved Working Drawings. Landlord shall approve (or disapprove) the working drawings prepared by Architect within ​ (​) business days after Landlord receives the final Construction Drawings (as so approved by Landlord, the "Approved Working Drawings"). If Landlord disapproves (which disapproval shall be in writing and shall specify in reasonable detail the basis of such disapproval) of the Construction Drawings, Tenant shall revise such Construction Drawings within ​ (​) Business Days after receipt of Landlord's disapproval

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.

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 in accordance with [Section 3.3] above. Concurrently with Tenant's delivery of the Final Working Drawings to Landlord for Landlord's approval, Tenant may submit the same to the appropriate municipal authorities for all applicable building permits. Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit 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 material changes, modifications or alterations in the Approved Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, conditioned, or delayed.

Before starting the Approved Works the Tenant must:

Approved Construction Documents. The Final Construction Documents as approved, or deemed approved by Landlord in accordance with Section 2.2(b) above shall be referred to herein as the “Approved Construction Documents”. Upon the determination of the Approved Construction Documents, Landlord and Tenant shall promptly confirm the same in writing and Tenant’s Architect shall use commercially reasonable efforts to submit the same to the appropriate municipal authorities for all applicable building permits on or before thirty days following the date that the Construction Documents are submitted to Landlord for approval; provided, however, that each day after such 30 day period until the date of submission shall constitute a Tenant Delay hereunder. Upon receipt of such permits, Tenant shall proceed with the completion of the Tenant’s Work in accordance with the Approved Construction Documents, all permits, approvals and Laws. Tenant hereby agrees that neither Landlord nor Landlord’s consultants shall be responsible for obtaining any building permit or certificate of occupancy for the First Floor South Wing Premises and that obtaining the same shall be Tenant’s sole responsibility; provided, however, that Landlord shall cooperate, at no cost to Landlord, with Tenant in executing permit applications and performing other ministerial acts necessary to enable Tenant to obtain any such permit or certificate of occupancy. No material changes, modifications or alterations in the Approved Construction Documents may be made without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed except to the extent such changes, modifications or alterations related to the structural components of the Building and/or the mechanical, engineering, plumbing or life safety systems of the Building (in which case Landlord may withhold its approval it is sole and absolute discretion).

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.

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.