Consent to Alteration (01349905-4)

[Date]

Page 1

Date

Contact Name

Title

Company Name

Address 1

Address 2

City, State Zip Code

RE:Consent To Proposed Tenant Alterations

[Property Address]

[Tenant]

Dear [Contact Name]:

[Note to Asset Manager: Consult Lease and modify as appropriate]

[Ownership Name], (“Landlord”) has completed its review of the permit drawings, set forth on [Exhibit A], for the construction of [Project Name], (the “Project”) located at [Address] (the “Subject Building”). The permit drawings were submitted on [date] by [Tenant Name] (“Tenant”). The terms of that certain [Lease Agreement] between Landlord and Tenant for the Subject Buildings originally dated as of [Date of Lease], (as amended from time to time, the “Lease”), are incorporated herein by this reference. The Project entails [Insert Details of Project].

This letter represents Landlord’s approval of the Project subject to Tenant’s compliance with the following conditions:

1. Prior to beginning the Project, Tenant shall obtain all government approvals and permits required in connection with the Project and shall arrange for and coordinate all required plan review and inspections to comply with the covenants conditions and restrictions applicable to the Subject Building, more particularly described in the Lease, and with all applicable laws, including, without limitation, local, state and federal accessibility standards, at Tenant’s sole cost and expense.

1. Tenant shall provide Landlord with the documents listed on [Exhibit B], as they become available.

1. All work related to the Project will be performed in strict compliance with the terms of the Lease including, without limitation, Section [Alterations Section of the Lease] and will not, in any way, affect the roof(s) or compromise the integrity or structural elements of any parts of the Subject Building or the adjacent parking facilities.

1. All warranties obtained in connection with the Project shall be fully transferable to Landlord or its successor(s)-in-interest or assigns upon the earlier to occur of the request of Landlord or the expiration of Tenant’s tenancy in the Subject Building. Tenant agrees that the Project will not violate or void any existing warranties.

1. The Project will be performed expeditiously and in its entirety as shown on the plans, specifications, drawing and contract documents approved by Landlord and/or on any modified plans subsequently approved in writing by Landlord.

1. Tenant shall comply with insurance requirements set forth in [Section [Insert Applicable Section in Lease] to the Lease [or]/[in addition][those insurance requirements set forth in [Exhibit C] attached hereto and incorporated herein].

1. Tenant shall reimburse Landlord for Landlord’s third party costs associated with the Project, including legal fees and consultants’ fees incurred in obtaining Landlord’s approval of the drawings and the Project, [consistent with the terms of Section [ ] of the Lease].

1. All construction documents must be prepared by a licensed architect or engineer certified to perform these services in the local jurisdiction.

1. [Pursuant to Section of the Lease, [Landlord expressly reserves the right to require Tenant to] [Tenant will] remove all alterations and improvements associated with the Project upon the sooner of the expiration or termination of the Lease.]

Tenant acknowledges and agrees that Landlord’s review of the construction documents is intended to protect Landlord’s interests only and such review is in no way to be interpreted by any party as an engineering or code compliance review.

Tenant and Tenant’s design professionals, engineers, architects and general contractors shall: (i) comply with all applicable laws, codes and standards associated with the Project; (ii) immediately correct any deficiencies at Tenant’s sole cost and expense; and (iii) indemnify Landlord from any claims, demands, liabilities, losses, costs or damages made by any party associated with or related to in the design, construction, maintenance, repair, replacement and/or removal of the Project.

This consent is expressly conditioned upon [Tenant’s execution of this letter and] Tenant’s full observance, performance and compliance with the terms and conditions contained in the Lease. Nothing in this consent shall be construed to amend or modify the Lease. [Upon receipt of all of the documents contained in [Exhibit B], Landlord will send Tenant a completed [Exhibit B] with final written approval to proceed with construction, which may be sent electronically.]

[By signing below, Tenant hereby acknowledges and agrees to all of the terms and conditions set forth in this letter.]

Sincerely,

Name

Title

Cc:Legal – IPT

Attachments

[ACKNOWLEDGED AND AGREED:

TENANT:

[Insert Full Tenant Sig Block]]

EXHIBIT A

PERMIT DRAWINGS

See attached pages.

EXHIBIT B

DOCUMENTS

[Note to Asset Manager – Please add or delete the documents required below as appropriate for the scope of the Project]

Tenant has provided or shall provide Landlord with the following documents, as they become available:

518 17th Street, Suite 1700 | Denver, CO 80202

Ph: 303-228-2200 Fax: 303-577-9797

[Date]

Page 1

EXHIBIT C

INSURANCE

[Note to Asset Manager: Consult Lease and modify as appropriate]

Insurance: Tenant will provide one copy of each of the design professional’s including architect, engineer and general contractors, certificates of insurance indicating the following minimum coverage, with Landlord and Industrial Property Trust Inc. named as additional insureds:

i. Workers CompensationStatutory Limits

ii. Employers Liability$500,000 each accident

$500,000 disease-policy limit

$500,000 disease-each employee

iii. Commercial General Liability$1,000,000 each occurrence

$2,000,000 general aggregate

$2,000,000 products/completed

Operations aggregate

iv. Insuring against Bodily Injury, Property Damage, Personal Injury, and Advertising Injury. Any general aggregate shall apply on a “per project” basis. Coverage is to be provided on an “occurrence” basis rather than a “claims made” basis.

v. Business Automobile Liability$1,000,000 each accident

Coverage shall apply to “any automobile”

vi. Umbrella Excess Liability$2,000,000 each occurrence

$2,000,000 aggregate

518 17th Street, Suite 1700 | Denver, CO 80202

Ph: 303-228-2200 Fax: 303-577-9797