Common use of Backup Generator Clause in Contracts

Backup Generator. Tenant to maintain in good operating condition and repair (including any required replacements), at Tenant’s sole cost and expense, the backup generator currently located at the Project as well as the associated equipment and infrastructure (collectively, the “Generator”). All such maintenance and Tenant’s use of the Generator shall be subject to all applicable Laws, and any terms and conditions as may be reasonably imposed by Landlord; provided, however, that Landlord shall not charge Tenant any separate charge in connection with the same. Without limiting the generality of the foregoing, Tenant shall, at Tenant’s sole cost and expense, obtain and maintain all necessary federal, state, and municipal permits, licenses and approvals, including without limitation any such permits, licenses and approvals from the Bay Area Air Quality Management District, and Tenant shall deliver copies thereof to Landlord. The Generator may be used by Tenant only during (a) testing and regular maintenance, and (b) any period of electrical power outage in the Project. Tenant shall be entitled to operate the Generator for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. Tenant shall ensure that the backup generator does not result in any Hazardous Materials being introduced to the Project. Further, Tenant shall be responsible for ensuring that the Generator does not interfere with the use of the Project by other tenants or tenants or occupants of surrounding buildings. Any repairs and maintenance of such Generator shall be the sole responsibility of Tenant and Landlord makes no representation or warranty with respect to such Generator. Tenant shall protect, defend, indemnify and hold harmless the Indemnitees from and against claims, damages, liabilities, costs and expenses of every kind and nature, including attorneys’ fees, incurred by or asserted against Landlord arising out of Tenant’s installation, maintenance, replacement, use or removal of the Generator. On or prior to the Termination Date, Tenant shall either (i) surrender the Generator in good operating condition without compensation to Tenant, or (ii) remove the Generator (including all the associated equipment and infrastructure) from the Project and repair and restore the Project and the Building to the condition which existed prior to the installation of the Generator (including, new electrical panels for the Building and restoring and restriping the affected parking areas), all at the sole cost and expense of Tenant and otherwise in accordance with this Lease, without further notice from Landlord.

Backup Generator. Tenant shall be entitled to maintain in good operating condition and repair (including any required replacements), at Tenant’s sole cost and expense, the backup generator currently located at the Project as well as the associated equipment and infrastructure (collectively, the “Generator”). All such maintenance and Tenant’s exclusive use of the Generator shall be subject to all applicable Laws, existing backup generator serving the Premises during the Term of this Lease and any terms extension thereof unless and conditions until Tenant, by written notice to Landlord (the “Generator Turnover Notice”), advises Landlord that it shall no longer require the use of the backup generator. Landlord shall provide such existing backup generator to Tenant in its “as may be reasonably imposed by Landlordis” condition; provided, however, that Landlord shall not provide Tenant with Landlord’s maintenance records with respect to such generator. Unless and until Tenant delivers a Generator Turnover Notice, Tenant shall be solely responsible for maintenance and repair of the backup generator during the Term and shall provide Landlord with records of such maintenance and repair. If Tenant fails to maintain and repair such backup generator in a manner reasonably satisfactory to Landlord, Landlord may so notify Tenant, and if Tenant fails to perform such maintenance and repair within ten (10) business days after such notice from Landlord, Landlord may perform such work and charge Tenant any separate charge in connection with the samefor Landlord’s cost thereof, which shall be payable by Tenant within thirty (30) days after demand as Additional Rent. Without limiting the generality of the foregoing, Tenant shall, at Tenant’s sole cost and expense, obtain and maintain all necessary federal, state, and municipal permits, licenses and approvals, including without limitation any such permits, licenses and approvals from the Bay Area Air Quality Management District, and Tenant Such backup generator shall deliver copies thereof to Landlord. The Generator may be used by Tenant only during (ai) testing and regular maintenance, and (bii) any period of electrical power outage in the Project. Tenant shall be entitled to operate the Generator generator for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. Tenant shall ensure that the backup generator does not result in any Hazardous Materials being introduced to the Project. Further, Tenant and Section 28(a) of this Lease below shall be responsible for ensuring that the Generator does not interfere with the apply to Tenant’s use of the Project by other tenants or tenants or occupants of surrounding buildingsbackup generator. Any repairs Unless and maintenance of until Tenant delivers a Generator Turnover Notice, such Generator generator shall be deemed to be a part the sole responsibility Premises for purposes of Tenant Articles 13 and Landlord makes no representation or warranty with respect to such Generator. Tenant shall protect, defend, indemnify and hold harmless the Indemnitees from and against claims, damages, liabilities, costs and expenses of every kind and nature, including attorneys’ fees, incurred by or asserted against Landlord arising out of Tenant’s installation, maintenance, replacement, use or removal of the Generator. On or prior to the Termination Date, Tenant shall either (i) surrender the Generator in good operating condition without compensation to Tenant, or (ii) remove the Generator (including all the associated equipment and infrastructure) from the Project and repair and restore the Project and the Building to the condition which existed prior to the installation of the Generator (including, new electrical panels for the Building and restoring and restriping the affected parking areas), all at the sole cost and expense of Tenant and otherwise in accordance with this Lease, without further notice from Landlord14 below.

Backup Generator. 11.1 Tenant, subject to Landlord's review and approval of Tenant's plans therefor, shall have the right to install a 750 kW/500 gallon diesel tank kilowatt supplemental generator (the "Generator") and an above ground fuel tank (the "Tank") to provide emergency additional electrical capacity to the Building D Expansion Space during the Building D Term. Tenant's plans for the Generator and the Tank shall include a secondary containment system to protect against and contain any release of hazardous materials. The Generator and the Tank shall be placed at the location reasonably proximate to Building D, such location to be mutually and reasonably agreed to by Landlord and Tenant (the "Generator Area"). Notwithstanding the foregoing, Tenant's right to maintain install the Generator and the Tank shall be subject to Landlord's reasonable approval of the manner in good operating condition which the Generator and repair (including any required replacements), at Tenant’s sole cost and expensethe Tank is installed, the backup generator currently located at the Project as well as the associated equipment and infrastructure (collectivelymanner in which any fuel pipe is installed, the “manner in which any ventilation and exhaust systems are installed, the manner in which any cables are run to and from the Generator to the Building D Expansion Space and the measures that will be taken to eliminate any vibrations or sound disturbances from the operation of the Generator”), including, without limitation, any necessary two (2) hour rated enclosures or sound installation. All such maintenance Landlord shall have the right to require an acceptable enclosure to hide or disguise the existence of the Generator and the Tank and to minimize any adverse effect that the installation of the Generator and the Tank may have on the appearance of the Building D. Tenant shall be solely responsible for obtaining all necessary governmental and regulatory approvals and for the cost of installing, operating, maintaining and removing the Generator and the Tanlk. Tenant shall not install or operate the Generator or the Tank until Tenant has obtained and submitted to Landlord copies of all required governmental permits, licenses and authorizations necessary for the installation and operation of the Generator and the Tank. In addition to, and without limiting Tenant’s 's obligations under the Lease, Tenant shall comply with all applicable environmental and fire prevention Laws pertaining to Tenant's use of the Generator shall be subject to all applicable Laws, and any terms and conditions as may be reasonably imposed by Landlord; provided, however, that Landlord shall not charge Tenant any separate charge in connection with the same. Without limiting the generality of the foregoing, Tenant shall, at Tenant’s sole cost and expense, obtain and maintain all necessary federal, state, and municipal permits, licenses and approvals, including without limitation any such permits, licenses and approvals from the Bay Area Air Quality Management District, and Tenant shall deliver copies thereof to Landlord. The Generator may be used by Tenant only during (a) testing and regular maintenance, and (b) any period of electrical power outage in the ProjectArea. Tenant shall also be entitled to operate responsible for the cost of all utilities consumed in the operation of the Generator for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. Tenant shall ensure that the backup generator does not result in any Hazardous Materials being introduced to the Project. Further, Tank. 11.2 Tenant shall be responsible for ensuring assuring that the Generator does not interfere with the use of the Project by other tenants or tenants or occupants of surrounding buildings. Any repairs and maintenance of such Generator shall be the sole responsibility of Tenant and Landlord makes no representation or warranty with respect to such Generator. Tenant shall protect, defend, indemnify and hold harmless the Indemnitees from and against claims, damages, liabilities, costs and expenses of every kind and nature, including attorneys’ fees, incurred by or asserted against Landlord arising out of Tenant’s installation, maintenance, replacementoperation and removal of the Generator and the Tank shall in no way damage any portion of the Building D. To the maximum extent permitted by Laws, use the Generator and the Tank and all appurtenances in the Generator Area shall be at the sole risk of Tenant, and Landlord shall have no liability to Tenant if the Generator, the Tank or any appurtenances installations are damaged for any reason. Tenant agrees to be responsible for any damage caused to the Building D in connection with the installation, maintenance, operation or removal of the Generator. On or prior In addition, in accordance with the terms of Article 14 of the Original Lease, except to the Termination Dateextent caused by Landlord's gross negligence or willful misconduct, Tenant shall either indemnify, defend and hold Landlord and the Landlord Patties harmless from all liabilities, obligations, damages, penalties, claims, costs, charges and expenses, including, without limitation, reasonable architects' and attorneys' fees (i) surrender if and to the Generator in good operating condition without compensation to Tenantextent permitted by Laws), which may be imposed upon, incurred by, or (ii) remove asse1ted against Landlord or any of the Generator (including all Landlord Patties in connection with the associated equipment and infrastructure) from the Project and repair and restore the Project and the Building to the condition which existed prior to the installation installation, maintenance, operation or removal of the Generator (and the Tan1c, including, new electrical panels without limitation, any environmental and hazardous materials claims. In addition to, and without limiting Tenant's obligations under the Lease, Tenant covenants and agrees that the installation and use of the Generator and the Tank and appurtenances shall not adversely affect the insurance coverage for the Building D. If for any reason, the installation or use of the Generator, the Tan1c and/or the appurtenances shall result in an increase in the amount of the premiums for such coverage, then Tenant shall be liable for the full amount of any such increase. 11.3 Tenant shall be responsible for the installation, operation, cleanliness, maintenance and restoring removal of the Generator and restriping the affected parking areas)Tan1c and the appurtenances, all of which shall remain the personal property of Tenant, and shall be removed by Tenant at its own expense at the sole cost expiration or earlier termination of the Lease. Tenant shall repair any damage caused by such removal, including the patching of any holes to match, as closely as possible, the color surrounding the area where the Generator, Tan1c and expense appurtenances were attached. Such maintenance and operation shall be performed in a manner to avoid any unreasonable interference with any other tenants or Landlord. Tenant shall take the Generator Area "as is" in the condition in which the Generator Area is in as of Tenant and otherwise in accordance with this Leasethe Building D Delivery Date, without further any obligation on the part of Landlord to prepare or construct the Generator Area for Tenant's use or occupancy. Without limiting the foregoing, Landlord makes no warranties or representations to Tenant as to the suitability of the Generator Area for the installation and operation of the Generator or the Tan1c. Tenant shall have no right to make any chat1ges, alterations, additions, decorations or other improvements to the Generator Area without Landlord's prior written consent, which consent shall not be unreasonably withheld. Tenant agrees to maintain the Generator and the Tank, including without limitation, any enclosure installed around the Generator and the Tank in good condition and repair. Tenant shall be responsible for performing any maintenance and improvements to any enclosure surrounding the Generator and the Tank so as to keep such enclosure in good condition. 11.4 Tenant, upon prior notice to Landlord and subject to the rules and regulations enacted by Landlord, shall have access to the Generator and the Tan1c and its surrounding area for the purpose of installing, repairing, maintaining and removing the Generator and the Tan1c 11.5 Tenant shall be permitted to use the Generator Area solely for the maintenance and operation of the Generator and the Tank, and the Generator, Tan1c and Generator Area are solely for the benefit of Tenant. All electricity generated by the Generator may only be consumed by Tenant in the Building D Expansion Space. Landlord shall have no obligation to provide any services, including, without limitation, electric current, to the Generator Area. 11.6 Tenant shall have no right to sublet the Generator Area or except with respect to an assignee following a Permitted Transfer. 11.7 Notwithstanding anything to the contrary contained herein, if at any time during the Building D Term Landlord determines in its reasonable business judgment following reasonable investigation, that the Generator, Tan1c and/or any appurtenances cause or may reasonably cause a dangerous condition at the Project, then Tenant shall, upon notice from Landlord, cease any further operation of the Generator and Tan1c until Tenant demonstrates to Landlord's reasonable satisfaction that such dangerous condition has been rectified. 11.8 During the Building D Term (as the same may be extended), Tenant shall not be obligated to pay Landlord any Additional Rent or fee for the use of the Generator Area.

Backup Generator. Subject to the provisions of this Lease, including ---------------- without limit, Subsections 2.6.3, Tenant shall have the right to maintain in good operating condition install and repair (including any required replacements)operate an emergency electrical generator and related equipment including, at Tenant’s sole cost without limit, transfer switches, panels and expense, the backup generator currently located at the Project as well as the associated equipment and infrastructure wiring (collectively, the “"Generator”"). All such maintenance --------- 4.33.1 The Generator shall be placed in a location in the Building or on the Land to be designated by Tenant, and Tenant’s use approved by Landlord in its reasonable discretion. The amount of space to be occupied by the Generator shall not exceed 542 square feet. The area in which the Generator is located shall be subject to all applicable Lawsof the provisions of the Lease as if it were located within the Premises. 4.33.2 Tenant may install, maintain and use the Generator only if the Premises are occupied by Tenant or an approved subtenant or assignee. The Generator shall be used only solely for the business of Tenant in the event the primary electrical service to the Premises is interrupted and shall not be used for the benefit of any terms other subtenant, licensee, assignee or other occupant of the Building without Landlord's consent, which consent shall not be unreasonably withheld, conditioned or delayed. 4.33.3 Tenant's right to install or modify the Generator is conditioned upon Landlord's prior written approval of any equipment to be installed which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall provide Landlord a written description of such equipment, including make, model, size and conditions as may capacity. Any changes in the equipment shall be reasonably imposed by subject to Landlord; provided's prior approval which approval shall not be unreasonably withheld, howeverconditioned or delayed. 4.33.4 Tenant will allow Landlord's designee to be present (at Tenant's expense) during the installation of the Generator. Tenant will not make any repairs or alterations to the Generator without obtaining Landlord's prior written consent (not to be unreasonably withheld, that conditioned or delayed) and Landlord shall not charge have the right to disapprove any installation or alteration or require Tenant to remove the Generator in the event such installation or alteration may void or adversely affect any separate charge in connection warranty affecting the Building's systems including, without limit, the roof. 4.33.5 Tenant at its sole expense shall comply with all Governmental Requirements and the same. Without limiting requirements of Landlord's insurer with respect to the generality installation, repair, maintenance or operation of the foregoing, Generator including all ancillary equipment. Tenant shall, shall at Tenant’s sole cost and expense, its expense obtain and maintain all necessary federal, state, and municipal permits, variances and licenses required by Governmental Requirements relating to the Generator and approvals, including without limitation any such permits, licenses and approvals from the Bay Area Air Quality Management District, and Tenant shall deliver copies thereof to Landlord. 4.33.6 Tenant's use of the area in which the Generator is located, if such site is not within the Premises, shall be nonexclusive and Landlord may allow others to use such area. The Landlord shall have the right, but not the obligation, to enter the area where the Generator may be used by Tenant only during (a) testing and regular maintenance, and (b) is located at any period of electrical power outage time in the Projectevent of an emergency and at all other reasonable times upon reasonable notice for the purpose of inspecting the Generator, making repairs or exhibiting the Building. 4.33.7 Landlord may from time to time require Tenant to relocate the Generator to another site to be determined by Landlord in its sole but reasonable discretion. In such event, Tenant's means of access to the Generator and related cabling will be relocated at Landlord's expense in a manner so as not to unreasonably impair the availability of the Generator as a backup power source. If Landlord elects to relocate the Generator, the costs shall be borne by Landlord unless such relocation is required by Governmental Requirements. In the event Landlord elects to relocate the Generator, Tenant shall be entitled to operate at least thirty (30) days written notice, except in an emergency. 4.33.8 The installation, use and maintenance of the Generator for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by shall not, in Landlord. Tenant shall ensure that the backup generator does not result in any Hazardous Materials being introduced to the Project. Further's reasonable judgment, Tenant shall be responsible for ensuring that the Generator does not interfere with adversely affect the use of the Project Building's common areas, systems or machinery or of any other space used by Landlord or any other tenants Tenant in the Building. 4.33.9 Tenant shall maintain the generator and pay the costs of all utilities services required for Tenant's use of the Generator. 4.33.10 The purchase, installation, repair, maintenance and operation of the Generator will be at Tenant's sole risk, cost and expense. Landlord or tenants Landlord's Agents shall not be liable for any costs or occupants of surrounding buildings. Any repairs expenses caused in any manner by such purchase, installation, repair, maintenance and maintenance of such Generator shall be operation except to the sole responsibility of Tenant and Landlord makes no representation extent caused by Landlord's gross negligence or warranty with respect to such Generatorwillful misconduct. Tenant shall protect, defend, indemnify and hold harmless the Indemnitees from and against claims, damages, liabilities, costs and expenses of every kind and nature, including attorneys’ fees, incurred promptly repair at its expense all damage caused by or asserted against Landlord arising out of Tenant’s resulting from the installation, maintenance, replacement, use repair or removal operation of the Generator. On . 4.33.11 Upon the expiration or prior earlier termination of this Lease, if Landlord so directs by ten (10) days written notice to the Termination DateTenant, Tenant shall either (i) surrender the Generator in good operating condition without compensation to Tenant, or (ii) remove the Generator (including all the associated equipment at its sole expense and infrastructure) from the Project and shall repair and restore the Project and any damage to the Building to or the condition which existed prior to the installation of the Generator (including, new electrical panels for the Building and restoring and restriping the affected parking areas), all at the sole cost and expense of Tenant and otherwise in accordance with this Lease, without further notice Premises caused by or resulting from Landlordsuch removal.

Backup Generator. Tenant shall have the right (but only to maintain in good operating condition the extent permitted by the City of Sunnyvale and repair (including any required replacementsall agencies and governmental authorities having jurisdiction thereof), at Tenant’s sole cost and expense, to construct, maintain and operate an enclosed equipment area (the backup generator currently located at “Equipment Area”), in a location outside of the Project as well as Building designated by Landlord, to house equipment exclusively serving the associated equipment Premises, including an emergency generator, UPS battery systems and infrastructure related appurtenances (collectively, the “GeneratorGenerator Equipment”). All such maintenance ) subject to the following: (a) The precise location, size and Tenantconfiguration of the Equipment Area shall (i) be subject to Landlord’s use prior written approval, not to be unreasonably withheld and (ii) promote the safety, aesthetics and efficiency of the Generator shall be subject to all applicable Laws, and any terms and conditions as may be reasonably imposed by LandlordEquipment; provided, howeverall of the Generator Equipment and any maintenance or modifications thereto or placement thereof, that Landlord shall not charge Tenant any separate charge and all utilities used in connection with the same. Without limiting the generality of the foregoing, Tenant shall, therewith shall be at Tenant’s sole cost and expense, contained visually within a fully enclosed area, installed and operated to Landlord’s reasonable specifications, and installed, maintained, operated and removed in accordance with the terms of the Lease, all Applicable Requirements and all Recorded Matters, and the prior rights of any other tenant or occupant in the R&D Park. (b) Tenant shall, at its sole cost and expense, obtain all licenses and maintain permits necessary to install and operate the Generator Equipment within the Equipment Area prior to installing or performing any work with respect to the Generator Equipment or Equipment Area. Tenant shall obtain Landlord’s prior written consent before making any modifications to the Equipment Area. (c) No additional Base Rent shall be paid by Tenant for use of the Equipment Area or Generator Equipment; provided, Tenant shall be solely responsible to pay for all necessary utilities, including without limitation electricity, used in connection with the Generator Equipment or Equipment Area. (d) The Generator Equipment shall remain the property of Tenant and Tenant shall remove the Generator Equipment upon the expiration or earlier termination of the Lease. Tenant shall restore the Equipment Area and any other portion of the Building or R&D Park affected by the Generator Equipment to its original condition upon the removal of the Generator Equipment, excepting ordinary wear and tear. Tenant shall promptly repair any damage to the Building and the R&D Park caused by Tenant or the use, operation, installation, repair, maintenance, alteration or removal of the Generator Equipment. In connection with the removal of the Generator Equipment and when required by any federal, state, or local regulatory authority, Tenant shall perform, at its sole expense, an environmental site assessment acceptable to Landlord to determine the extent, if any, of contamination of the Premises and municipal permitsR&D Park and shall, licenses at its sole expense, clean up, remove, and approvalsremediate all Hazardous Substances in, on, under or about the Premises or the R&D Park that may have been caused by the Generator Equipment. (e) Tenant may not assign, lease, rent, sublet or otherwise transfer any of its interest in the Equipment Area or the Generator Equipment except together with the remainder of all of the Premises as more particularly set forth in Section 12 of the Lease. (f) Each of the other provisions of this Lease shall be applicable to the Equipment Area and the use of the Generator Equipment by Tenant, including without limitation limitation, Sections 6, 7 and 8 of the Lease. (g) Anything to the contrary contained herein notwithstanding, if, during the Term, as such Term may be extended, Landlord, in its reasonable judgment, believes that the Generator Equipment poses a human health or environmental hazard that cannot be remediated or has not been remediated within ten (10) days after Tenant has been notified thereof, then Tenant shall immediately cease all operation of the Generator Equipment and Tenant shall remove all of the Generator Equipment within thirty (30) days thereafter. To the best of Tenant’s knowledge, Tenant represents to Landlord that the use of the Generator Equipment will not pose a human health or environmental hazard. (h) Tenant shall not use the Generator Equipment, the Equipment Area or any such permitsother portion of the Project in any way which interferes with the use of the R&D Park by Landlord, licenses and approvals from or other tenants or licensees of Landlord or any other occupant of the Bay Area Air Quality Management DistrictR&D Park. Such interference shall be deemed a material breach by the Tenant under the Lease, and Tenant shall deliver copies thereof to shall, within five (5) days of written notice from Landlord, be responsible for terminating said interference. The Generator In the event any such interference does not cease within five (5) days of Landlord’s written notice, Tenant acknowledges that continuing interference may be used by Tenant only during (a) testing and regular maintenancecause irreparable injury and, and (b) any period of electrical power outage in the Project. Tenant shall be entitled to operate immediately cease all operation of the Generator for testing Equipment and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. Tenant shall ensure that remove all of the backup generator does not result in any Hazardous Materials being introduced to the Project. Further, Generator Equipment within thirty (30) days thereafter. (i) Tenant shall be responsible for ensuring that insuring the Generator does not interfere with the use Equipment pursuant to Section 8 of the Project by other tenants or tenants or occupants of surrounding buildings. Any repairs and maintenance of such Generator shall be the sole responsibility of Tenant Lease and Landlord makes shall have no representation or warranty with respect to such Generator. responsibility therefor. (j) Tenant shall protectindemnify, defend, indemnify defend (by counsel reasonably acceptable to Landlord) and hold harmless the Indemnitees Landlord and all of Landlord’s Entities from any and against all claims, demands, liabilities, damages, liabilitiesjudgments, costs and expenses of every kind and nature, (including reasonable attorneys’ fees, incurred by ) any of such Landlord’s Entities may suffer or asserted against Landlord incur arising out of Tenant’s or related to the installation, use, operation, maintenance, replacement, use or replacement and/or removal of the Generator. On Generator Equipment or prior to the Termination Dateany portion thereof. (k) If requested by Landlord, Tenant shall either (i) surrender obtain for the Generator in good operating condition without compensation benefit of Landlord a separate policy of environmental insurance to Tenant, provide coverage against any and all damage to property or (ii) remove the Generator (including all the associated equipment and infrastructure) from the Project and repair and restore the Project and the Building injury or death to the condition which existed prior to the installation persons as a result of the Generator Equipment, and Tenant shall provide written evidence of such coverage within ten (including10) days after request by Landlord. (l) Tenant shall maintain all reports, new electrical panels inventory and other records, test results, permits and all other data and information required under applicable law for the Building installation, use and restoring operation of the Generator Equipment, and restriping the affected parking areas)upon request of Landlord, shall provide a copy of all at the sole such reports, records, test results and other information without cost and or expense of Tenant and otherwise in accordance with this Lease, without further notice from to Landlord.

Backup Generator. Subject to Landlord's prior approval of all plans and specifications, which approval shall not be unreasonably withheld, and Tenant's receipt of any required permits, Landlord shall permit Tenant to maintain in good operating condition install and repair (including any required replacements)maintain, at Tenant’s 's sole cost and expense, the a backup generator currently located at the Project as well as the associated equipment and infrastructure (collectivelya location designated by Landlord. Such backup generator shall, the “Generator”). All such maintenance and Tenant’s use of the Generator shall be subject to compliance with all applicable Lawslaws, and any terms and conditions as may be reasonably imposed by Landlord; provided, however, that Landlord shall not charge Tenant any separate charge in connection with the same. Without limiting the generality of the foregoing, Tenant shall, at Tenant’s sole cost and expense, obtain and maintain all necessary federal, state, and municipal permits, licenses and approvals, including without limitation any such permits, licenses and approvals from the Bay Area Air Quality Management District, and Tenant shall deliver copies thereof to Landlord. The Generator may be used by Tenant only during (ai) testing and regular maintenance, and (bii) any period of electrical power outage in the Project. Tenant shall be entitled to operate the Generator generator for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. Tenant shall submit the specifications for design, operation, installation and maintenance of the backup generator for Landlord's consent, which consent shall not be unreasonably withheld or delayed and may be conditioned on Tenant complying with such reasonable requirements imposed by Landlord, based on the advice of Landlord's structural and mechanical engineers, so that the Project's systems and equipment are not adversely affected. In addition, Tenant shall ensure that the backup generator does not result in any Hazardous Materials being introduced to the ProjectProject (other than lubricants and fuel to the extent required for the operation of such generator), and Section 29.33 will apply to Tenant's use of the backup generator. Further, Tenant shall be responsible for ensuring that the Generator backup generator does not interfere with the use of the Project by other tenants tenants. In the event another tenant of the Project or tenants of a neighboring project complains of problems caused by the generator, Tenant shall take whatever steps are reasonably necessary to remedy the problem complained of, including removal of the backup generator if another solution is not available. Tenant shall ensure that the design and installation of the backup generator is performed in a manner so as to minimize or occupants of surrounding buildingseliminate any noise or vibration cause by such generator. Any repairs and maintenance of such Generator generator shall be the sole responsibility of Tenant and Landlord makes no representation or warranty with respect to such Generatorgenerator. Tenant shall protect, defend, indemnify and hold harmless Upon the Indemnitees from and against claims, damages, liabilities, costs and expenses expiration or earlier termination of every kind and nature, including attorneys’ fees, incurred by or asserted against Landlord arising out of Tenant’s installation, maintenance, replacement, use or removal of the Generator. On or prior to the Termination Datethis Lease, Tenant shall either (i) surrender the Generator in good operating condition without compensation to Tenant, or (ii) remove the Generator (including all the associated equipment generator and infrastructure) from repair any damage to the Project and repair and restore the Project and the Building caused by such removal. Such generator shall be deemed to the condition which existed prior to the installation be a part of the Generator (including, new electrical panels Premises for the Building and restoring and restriping the affected parking areas), all at the sole cost and expense purposes of Tenant and otherwise in accordance with Article 10 of this Lease, without further notice from Landlord.

Backup Generator. Tenant shall have the right (but only to maintain in good operating condition the extent permitted by the City of Sunnyvale and repair (including any required replacementsall agencies and governmental authorities having jurisdiction thereof), at Tenant’s 's sole cost and expense, to construct, maintain and operate an enclosed equipment area (the backup generator currently located at "Equipment Area"), in a location outside of the Project as well as Building designated by Landlord, to house equipment exclusively serving the associated equipment Premises, including an emergency generator, UPS battery systems and infrastructure related appurtenances (collectively, the “Generator”). All such maintenance "Generator Equipment") subject to the following: (a) The precise location, size and Tenant’s use configuration of the Equipment Area shall (i) be subject to Landlord's prior written approval, not to be unreasonably withheld and (ii) promote the safety, aesthetics and efficiency of the Generator shall be subject to all applicable Laws, and any terms and conditions as may be reasonably imposed by LandlordEquipment; provided, howeverall of the Generator Equipment and any maintenance or modifications thereto or placement thereof, that Landlord shall not charge Tenant any separate charge and all utilities used in connection therewith shall be at Tenant's sole cost and expense, contained visually within a fully enclosed area, installed and operated to Landlord's reasonable specifications, and installed, maintained, operated and removed in accordance with the same. Without limiting the generality terms of the foregoingLease, all Applicable Requirements and all Recorded Matters, and the prior rights of any other tenant or occupant in the R&D Park. (b) Tenant shall, at Tenant’s its sole cost and expense, obtain all licenses and maintain permits necessary to install and operate the Generator Equipment within the Equipment Area prior to installing or performing any work with respect to the Generator Equipment or Equipment Area. Tenant shall obtain Landlord's prior written consent before making any modifications to the Equipment Area. (c) No additional Base Rent shall be paid by Tenant for use of the Equipment Area or Generator Equipment; provided, Tenant shall be solely responsible to pay for all necessary utilities, including without limitation electricity, used in connection with the Generator Equipment or Equipment Area. (d) The Generator Equipment shall remain the property of Tenant and Tenant shall remove the Generator Equipment upon the expiration or earlier termination of the Lease. Tenant shall restore the Equipment Area and any other portion of the Building or R&D Park affected by the Generator Equipment to its original condition upon the removal of the Generator Equipment, excepting ordinary wear and tear. Tenant shall promptly repair any damage to the Building and the R&D Park caused by Tenant or the use, operation, installation, repair, maintenance, alteration or removal of the Generator Equipment. In connection with the removal of the Generator Equipment and when required by any federal, state, or local regulatory authority, Tenant shall perform, at its sole expense, an environmental site assessment acceptable to Landlord to determine the extent, if any, of contamination of the Premises and municipal permitsR&D Park and shall, licenses at its sole expense, clean up, remove, and approvalsremediate all Hazardous Substances in, on, under or about the Premises or the R&D Park that may have been caused by the Generator Equipment. (e) Tenant may not assign, lease, rent, sublet or otherwise transfer any of its interest in the Equipment Area or the Generator Equipment except together with the remainder of all of the Premises as more particularly set forth in Section 12 of the Lease. (f) Each of the other provisions of this Lease shall be applicable to the Equipment Area and the use of the Generator Equipment by Tenant, including without limitation limitation, Sections 6, 7 and 8 of the Lease. (g) Anything to the contrary contained herein notwithstanding, if, during the Term, as such Term may be extended, Landlord, in its reasonable judgment, believes that the Generator Equipment poses a human health or environmental hazard that cannot be remediated or has not been remediated within ten (10) days after Tenant has been notified thereof, then Tenant shall immediately cease all operation of the Generator Equipment and Tenant shall remove all of the Generator Equipment within thirty (30) days thereafter. To the best of Tenant's knowledge, Tenant represents to Landlord that the use of the Generator Equipment will not pose a human health or environmental hazard. (h) Tenant shall not use the Generator Equipment, the Equipment Area or any such permitsother portion of the Project in any way which interferes with the use of the R&D Park by Landlord, licenses and approvals from or other tenants or licensees of Landlord or any other occupant of the Bay Area Air Quality Management DistrictR&D Park. Such interference shall be deemed a material breach by the Tenant under the Lease, and Tenant shall deliver copies thereof to shall, within five (5) days of written notice from Landlord, be responsible for terminating said interference. The Generator In the event any such interference does not cease within five (5) days of Landlord's written notice, Tenant acknowledges that continuing interference may be used by Tenant only during (a) testing and regular maintenancecause irreparable injury and, and (b) any period of electrical power outage in the Project. Tenant shall be entitled to operate immediately cease all operation of the Generator for testing Equipment and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. Tenant shall ensure that remove all of the backup generator does not result in any Hazardous Materials being introduced to the Project. Further, Generator Equipment within thirty (30) days thereafter. (i) Tenant shall be responsible for ensuring that insuring the Generator does not interfere with the use Equipment pursuant to Section 8 of the Project by other tenants or tenants or occupants of surrounding buildings. Any repairs and maintenance of such Generator shall be the sole responsibility of Tenant Lease and Landlord makes shall have no representation or warranty with respect to such Generator. responsibility therefor. (j) Tenant shall protectindemnify, defend, indemnify defend (by counsel reasonably acceptable to Landlord) and hold harmless the Indemnitees Landlord and all of Landlord's Entities from any and against all claims, demands, liabilities, damages, liabilitiesjudgments, costs and expenses (including reasonable attorneys' fees) any of every kind and nature, including attorneys’ fees, incurred by such Landlord's Entities may suffer or asserted against Landlord incur arising out of Tenant’s or related to the installation, use, operation, maintenance, replacement, use or replacement and/or removal of the Generator. On Generator Equipment or prior to the Termination Dateany portion thereof. (k) If requested by Landlord, Tenant shall either (i) surrender obtain for the Generator in good operating condition without compensation benefit of Landlord a separate policy of environmental insurance to Tenant, provide coverage against any and all damage to property or (ii) remove the Generator (including all the associated equipment and infrastructure) from the Project and repair and restore the Project and the Building injury or death to the condition which existed prior to the installation persons as a result of the Generator Equipment, and Tenant shall provide written evidence of such coverage within ten (including10) days after request by Landlord. (l) Tenant shall maintain all reports, new electrical panels inventory and other records, test results, permits and all other data and information required under applicable law for the Building installation, use and restoring operation of the Generator Equipment, and restriping the affected parking areas)upon request of Landlord, shall provide a copy of all at the sole such reports, records, test results and other information without cost and or expense of Tenant and otherwise in accordance with this Lease, without further notice from to Landlord.