THE
VOLLEYBALL COURT) OR IS AN IMPROVEMENT THAT IS A TYPICAL AMENITY IN
MULTI-TENANTED GENERAL OFFICE, TECHNOLOGY, RESEARCH AND DEVELOPMENT FACILITIES
IN THE VICINITY OF THE PREMISES.
(III)
THE DISPUTE RESOLUTION PROCEDURE DESCRIBED
IN SECTION 10.3(B) OF THE LEASE SHALL APPLY TO ALL ALTERATIONS (AS OPPOSED TO
ONLY PERMITTED ALTERATIONS).
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(IV)
LANDLORD ACKNOWLEDGES THAT, AS OF THE DATE
HEREOF, EXCEPT AS SET FORTH IN EXHIBIT A ATTACHED HERETO, TENANT HAS NOT
PERFORMED ANY ALTERATIONS WHICH LANDLORD HAS, PURSUANT TO THE PROVISIONS OF
SECTION 10.3 OF THE LEASE, REQUIRED TO BE RESTORED AT THE EXPIRATION OR
TERMINATION OF THE LEASE.
(V)
LANDLORD AGREES THAT IF SUBTENANT RESTORES
THE EXISTING LABORATORY AND RESEARCH SPACE IDENTIFIED ON EXHIBIT A TO STANDARD
MULTI-TENANT OFFICE SPACE, AS DETERMINED IN LANDLORD'S REASONABLE DISCRETION,
LANDLORD WILL RETURN TO TENANT THE SECURITY DEPOSITED BY TENANT IN CONNECTION
WITH ITS CONSTRUCTION OF SUCH LABORATORY AND RESEARCH SPACE (EXCEPT TO THE
EXTENT THAT LANDLORD HAS THE RIGHT TO UTILIZE SUCH DEPOSIT IN CONNECTION WITH
OTHER OBLIGATIONS OWED TO LANDLORD BY TENANT).
(VI)
REGARDLESS WHETHER LANDLORD SHALL REQUIRE
SUBTENANT UNDER SECTION 10.3(A) OF THE LEASE TO RESTORE AN ALTERATION MADE BY
SUBTENANT, LANDLORD AGREES THAT IT SHALL NOT REQUIRE TENANT TO EFFECT SUCH
RESTORATION OF AN ALTERATION APPROVED BY LANDLORD AND MADE BY SUBTENANT.
(H)
FURTHER, WITH RESPECT TO SECTION 10.3(C) OF THE LEASE:
(I)
REFERENCE IS HEREBY MADE TO THAT CERTAIN
LETTER AGREEMENT, DATED AS OF THE DATE HEREOF, BETWEEN LANDLORD AND SUBTENANT,
WHICH SETS FORTH CERTAIN FINANCIAL TESTS IN RESPECT OF SUBTENANT'S FINANCIAL
CONDITION (SUCH LETTER AGREEMENT, THE "FINANCIAL TESTS LETTER AGREEMENT").
(II)
LANDLORD AGREES, FOR THE BENEFIT OF
SUBTENANT, THAT SO LONG AS, BUT ONLY FOR SO LONG AS, (X) SUBTENANT SATISFIES
EACH OF THE FINANCIAL TESTS SET FORTH IN THE FINANCIAL TESTS LETTER AGREEMENT,
AND (Y) SUBTENANT COMPLIES WITH ITS OBLIGATIONS UNDER SECTIONS 1.12(A) AND
1.12(B), LANDLORD WILL NOT REQUIRE THE DEPOSIT OF SECURITY PURSUANT TO
SECTION 10.3(C) OF THE LEASE TO SECURE THE OBLIGATION TO RESTORE ALTERATIONS
UNDERTAKEN BY SUBTENANT.
(III)
WITHIN THIRTY (30) DAYS AFTER DELIVERY OF
ANY FINANCIAL STATEMENT OR CERTIFICATE TO BE DELIVERED UNDER SECTION 1.12(A) OR
1.12(B) THAT SHOWS THAT SUBTENANT IS NOT SATISFYING EACH OF THE FINANCIAL TESTS
SET FORTH IN THE FINANCIAL TESTS LETTER AGREEMENT, OR WITHIN FIFTEEN (15) DAYS
AFTER NOTICE FROM LANDLORD TO SUBTENANT OF SUBTENANT'S DEFAULT IN ITS OBLIGATION
UNDER SECTIONS 1.12(A) AND 1.12(B) AND SUBTENANT'S FAILURE TO CURE SUCH DEFAULT
WITHIN SUCH FIFTEEN (15) DAY PERIOD, SUBTENANT SHALL EITHER (X) DELIVER TO
LANDLORD A LETTER OF CREDIT AS REQUIRED UNDER SECTION 10.3(C)(I) OF THE LEASE OR
(Y) GRANT TO LANDLORD A PERFECTED, FIRST PRIORITY SECURITY INTEREST IN A BANKING
ACCOUNT THAT HOLDS CASH IN THE AMOUNT OF
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SECURITY REQUIRED UNDER SECTION 10.3(C), PURSUANT TO A SECURITY AGREEMENT IN
FORM AND SUBSTANCE REASONABLY SATISFACTORY TO LANDLORD.
1.7.
INSURANCE.
(A)
WITH RESPECT TO THE INSURANCE COVERAGE REQUIRED TO BE MAINTAINED PURSUANT
TO SECTION 14.2(B) OF THE LEASE, SO LONG AS SUBTENANT (OR TENANT AND