Common use of Landlord’s Obligations Clause in Contracts

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11Seven (Damage or Destruction) and Article Eight (Condemnation), there Landlord shall be no abatement of Rentkeep the following in good order, nor shall there be any liability condition and repair: the foundations, exterior walls and roof of the “Landlord Parties” Property (as defined belowincluding painting the exterior surface of the exterior walls of the Property not more often than once every five (5) years, if necessary), by reason sidewalks and parking lots, and all Common Area components of any injury toelectrical and plumbing, Landlord shall not be obligated to maintain or repair windows, doors, plate glass, the interior surfaces of exterior walls, or damage suffered any improvements installed by Tenant. Landlord shall maintain the Property in an attractive, first class and fully operative condition under this Section 6.03 and shall make or commence repairs within thirty (30) days after receipt of written notice from Tenant of the need for such repairs. In the event Landlord does not timely make such repairs, Tenant may make such repairs and collect such amounts from Landlord in accordance with the arbitration provisions set forth below. Prior to the Commencement Date, Landlord covenants to install, at its sole expense, up to approximately 1,000 square feet of new windows on the first floor of the Building, the quality being at least equivalent to the windows being replaced. As to T▇▇▇▇▇'s office space in the Property, Landlord shall use commercially reasonable efforts to not materially affect Tenant's use of the Property during repairs, maintenance and building or construction activity. As to Tenant's laboratory areas and Landlord's work or activities which could reasonably be expected to impact Tenant's laboratory business, Landlord shall not perform any proposed repairs, maintenance or building or construction activities, including without limitationbut not limited to cutting off electricity, any inconvenience toutilities, water, drainage capacity, HVAC or plumbing, or interference with, Tenant’s business disrupting ingress or operations arising from egress through the making ofrear or the front entrances, or failure performing work which would reasonably be expected to makeresult in ground vibrations at the Property that would interfere with such laboratory business, any maintenance or repairswithout giving Tenant not less than seventy two (72) hours advanced written notice (except in the case of an emergency) so that Tenant can take appropriate advance action where possible to avoid damage to equipment, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expenseprotect lab samples, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseand protect laboratory tests being performed.

Landlord’s Obligations. (A) Subject to Section 7.1 above and to the provisions of Article 11 and Article 13 VIII hereof, Landlord shall maintain during the Term of this Lease keep in first-class order, condition and make repair the foundations, exterior walls (excluding the interior surface of exterior walls and excluding all necessary repairs to windows, doors, plate glass and replacements showcases), downspouts, gutters and roof of (a) the “Building Systems” that service the Premises, (b) the and other structural portions of the BuildingPremises, and Property plumbing, electrical, mechanical, and sprinkler systems (conly to the point of connection to the Premises) the roof of the Buildingexcept for reasonable wear and tear; provided, (d) within however, that Landlord shall have no obligation to repair until a reasonable period following time after the receipt by Landlord of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areasrepairs. The term “Building Systems” Tenant shall mean the service systems of the Building, including, without limitation, the entire HVAC system reimburse Landlord for the Building and the Premisesactual out-of-pocket cost thereof within thirty (30) days following Tenant’s receipt of an invoice for such work, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up said costs to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except be allocated as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability Section 13.05. Tenant agrees that it will promptly notify Landlord of the “Landlord Parties” (as defined below), by reason need for any such repair after Tenant becomes aware of same. Tenant waives the provisions of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. law permitting Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense. Notwithstanding anything to the contrary in this Lease, there is reserved to place a lien upon Landlord the property use of Landlord and/or upon Rent due Landlord, or the exterior walls and roof and the right to terminate this Lease install, maintain, use, repair and replace pipes, ducts, conduits and wires through the Premises in locations which will not materially interfere with Tenant’s use thereof, at Landlord’s sole cost and expense. Landlord, at its sole cost and expense, shall repair all damage caused to the Premises as the result of the foregoing work performed by Landlord. (B) Landlord shall also repair and maintain the Common Areas of the Property, including, but not limited to, the roof, the foundation, exterior walls, the structural portions of the Property and any load-bearing interior walls, the public portions of the Property interior and the Property’s common plumbing (including water and waste lines), electrical, mechanical, elevator, sprinkler, security systems and monitoring, fire command, life safety and heating system. Tenant shall reimburse Landlord for Tenant’s Proportionate Share of all costs and expenses paid or withhold Rent on account incurred by Landlord for the maintenance and repair of the Common Areas of the Property, in accordance with the provisions of Section 13.05 herein (unless the same is required as a result of Landlord’s gross negligence or willful misconduct, in which case such costs shall be incurred solely by Landlord), except that if the repair or replacement so required is extraordinary or generally non-reoccurring and such repair is caused by Tenant’s negligence or willful misconduct, then Tenant shall reimburse Landlord for the cost thereof within thirty (30) days following an invoice for such work. Such costs shall exclude partial or complete restoration necessitated by casualty, but shall include Landlord’s cost of insuring the Premises as provided in Section 7.03 hereof. Notwithstanding anything to the contrary herein, Tenant shall not be responsible for reimbursing Landlord for any costs and expenses incurred by Landlord for the maintenance and repair of the Common Areas of the Property solely resulting from the negligence or misconduct of any Landlord default (including without limitationother tenant or occupant of the Property. Except as amortized over the useful life thereof, the failure of Landlord to make repairs). No provision of this Lease Tenant shall not be construed as obligating Landlord to perform any repairs, alterations responsible for capital repairs or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseProperty.

Landlord’s Obligations. Subject 10.1 If the Tenant pays the rent reserved by and complies with all its other obligations under this lease, the Landlord will allow the Tenant to Section 7.1 above occupy the Premises without any interruption or disturbance from the Landlord or from anyone lawfully claiming through, under or in trust for it. 10.2 At its expense to keep the Structure of the Premises in good and tenantable repair and condition but so that in any event the Council shall not be responsible for any repairs to Article 11 the same unless the Tenant has given prior written notice to the Council of such want of repair. 10.3 At its expense if and Article 13 hereofwhen necessary to renew, replace and maintain (save where such is the Tenant's responsibility under this lease) from time to time any of the Plant or any working and other parts thereof which may be or become beyond repair or destroyed otherwise than through the misuse of the same by the Tenant or through failure of the Tenant to perform its obligations under clause 6.4 of this Lease, but so that the Landlord shall not be responsible for such renewal or any replacement unless the Tenant has given to the Council prior written notice of such want of repair. 10.4 At its expense to repair and maintain as necessary the surface of the Sports Areas, roads, paths ands car parks. 10.5 The Landlord shall observe and make perform all necessary repairs of the covenants, conditions, restrictions, stipulations and other matters contained in the Sports and Leisure Management and Funding Agreement insofar as such relate to the Premises. 10.6 The Landlord will pay to the Tenant within 30 days of demand therefore the staff costs and replacements of cost incurred payable pursuant to sub-clause 0 below. 10.7 The Landlord in carrying out the work to the Premises pursuant to its obligation under sub-clauses 10.2 and 10.3 above shall where appropriate comply with the following conditions: (a) obtain all necessary consents for the “Building Systems” that service the Premiseswork, under any Enactment; (b) notify the structural portions Landlord's insurers in writing of its intention to carry out the Building, work; (c) make a written declaration that the roof Landlord is the sole client for the purposes of the Building, Construction Regulations; (d) within provide the Tenant with a reasonable period following receipt copy of notice that declaration and the acknowledgement of it from the need for repair Health and replacement from Tenant, the exterior walls and windows of the Premises and Safety Executive; (e) the Common Areas. The term “Building Systems” Landlord shall mean use all reasonable endeavours to start and finish the service systems work within such time frame as the Tenant and Landlord shall agree acting reasonably and shall carry out and complete that work in accordance with the Approved Set of Drawings and all the other provisions of this lease; and (f) the Landlord shall notify the Tenant, immediately and in writing, on completion of the Building, including, without limitation, work. 10.8 The Landlord shall indemnify and keep indemnified the entire HVAC system for the Building Tenant against all actions proceedings costs charges claims and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems demands in respect of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, for Contamination in or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, Premises pursuant to the Environment Protection Act 1990 and the Environment Act 1995 or otherwise howsoever arising and whether or not caused by the actions of the Landlord in respect of any Contamination that has occurred prior to the date of this lease whether on land comprising the Premises or on the Landlord's adjoining land if any Provided Always that such indemnity shall not extend to any Contamination: (a) caused by or arising from any act or omission of the Tenant (or persons(s)) with the Tenant' direct or implied authority; or (b) which arose after the date of this lease; or (c) to the extent such Contamination has been aggravated and/or released by any act or omission or failure to make, any maintenance mitigate harm by the Tenant (or repairs, alterations person(s)) with the Tenant's direct or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseimplied authority.

Landlord’s Obligations. Subject to Section 7.1 above From and to Article 11 after the Term Commencement Date and Article 13 hereofduring the Term, Landlord shall maintain and make all necessary repairs repairs, replacements and renewals necessary: (i) to keep in good and replacements of (a) sound condition the “Building Systems” that service the Premises, (b) the structural portions foundation and structure of the Building, including but not limited to steel, footings, exterior walls, roof deck, main sprinkler line, roof membrane, and all underground or under-slab utilities; (cii) to keep the electrical, mechanical, plumbing, sprinkler and other systems serving the Building generally or the Common Areas in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put; and (iii) to keep all Common Areas, including the parking areas, driveways, walkways, and other improvements on the Property, in reasonably good condition, reasonably free of accumulations of snow, and sanded as appropriate, and to keep all lawns and landscaped areas of the Property watered, fertilized and neatly trimmed. The cost of repairing damage by wrongful acts or negligence of Tenant or its agents, employees or invitees shall be charged to Tenant as Additional Rent hereunder and, without limiting the generality of the foregoing, Tenant shall be responsible for any loss, cost or damage resulting from activities on the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Building conducted by Tenant, its agents, employees and contractors which cause damage to the exterior walls roof. Notwithstanding paragraph (a) above, so long as Tenant maintains and windows of repairs the Premises and Dedicated Systems (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, includingwhich may include, without limitation, routine replacement of parts and components), and except for any replacement required as a result of misuse or neglect by Tenant, if despite such proper maintenance and repair, during the entire HVAC system for first two (2) Lease Years, any of the Building Dedicated Systems need to be replaced, Tenant shall so advise Landlord and Landlord shall replace the unit(s) or equipment in question, and no portion of the cost thereof will be charged to Tenant. The cost of any such replacement made after the end of the second Lease Year shall be amortized over the reasonably useful life of the replacement in accordance with generally accepted accounting principles, and the Premisesmonthly charge-off (including a reasonable interest factor, and also which shall be determined by reference to the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and lifeinterest rate then being charged for long-safety systems term mortgages by institutional lenders on similar properties within the vicinity of the Building up Building) will thereafter be payable by Tenant as Additional Rent hereunder. In no event, however, will Landlord have any responsibility to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to repair, maintain or repair replace the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” Supplemental Unit (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, it being agreed that Tenant shall be solely responsible therefor at Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasesole cost.

Landlord’s Obligations. Subject to Section 7.1 above the provisions of Paragraphs 1.2 (Condition), 1.3 (Compliance with Covenants, Restrictions and Building Code), 3.2 (Operating Expenses), 5 (Use), 8 (Damage or Destruction) and 13 (Condemnation), and subject to Article 11 the reimbursement requirements of Paragraph 3.2, Landlord, shall keep in good order, condition and Article 13 hereofrepair the roof, Landlord shall maintain and make all necessary repairs to and replacements foundation, floor slabs, exterior walls (including painting), the structural condition of (a) the “Building Systems” that service interior bearing walls of the Premises, (b) underground utilities to the structural portions of point on connection to the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows areas of the Premises (i.e., landscaping, parking areas, sidewalks and (e) the Common Areas. The term “Building Systems” shall mean the driveways), including procuring and maintaining service systems of the Building, including, without limitation, the entire HVAC system contracts for the Building fire extinguishing systems, including fire alarm and/or smoke detection, landscaping and irrigation systems, roof covering and drains, and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up basic utility feed to the point perimeter of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry cost of such systems into the Premisesservice contracts shall be included in Operating Expenses). Except as provided in Article 11this Paragraph 6.2 and Paragraphs 1.2, there shall 1.3, 8 and 13, it is intended by the Parties hereto that Landlord have no obligation to repair and maintain the Premises, or the equipment therein, all of which obligations are intended to be no abatement that of RentTenant. Notwithstanding the foregoing and subject to Tenant’s indemnification of Landlord as set forth in Paragraph 7.4 below, nor shall there be and without relieving Tenant of liability for any liability damage caused by Tenant or resulting from Tenant’s failure to exercise and perform good maintenance practices, if during the Original Term any major repairs or replacements to the Premises are required or necessary for the operation of the “Landlord Parties” Premises which repair or replacement is the obligation of Tenant under Paragraph 6.1 above (as defined below), by reason of any injury to, which repairs or damage suffered replacement is not caused by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, misuse or failure to makemaintain the Premises as required under this Lease, any maintenance in which case Tenant shall be responsible for such repairs or repairsreplacement caused by misuse or failure to maintain the Premises) and the cost of which exceeds $100,000.00 (a “Major Repair or Replacement”), alterations Landlord shall perform such Major Repair or improvements Replacement and Tenant shall reimburse Landlord for the cost of such Major Repair or Replacement provided that such cost shall be amortized (including interest on the unamortized cost) over its useful life (but in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at no event less than five (5) years) as determined in accordance with Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs)sound accounting principles. No provision of this Lease Such reimbursement amount shall be construed added to Tenant’s Share of Operating Expenses and shall be paid concurrently with and in the same manner as obligating Landlord to perform any repairs, alterations Tenant’s Share of Operating Expenses and shall be deemed a Permitted Capital Expenditure. In the event that Tenant exercises an Option or improvements to otherwise extends the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions Term of this Lease, such extension shall be contingent upon Tenant’s continued payment of the amortized cost of the Major Repair or Replacement under this Paragraph 6.2 which relates to the term of such extension.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) Subject to the “Building Systems” that limitations hereinafter set forth, Landlord agrees, while Client is occupying the Premises and is not in breach of, or default under, this Lease, to furnish to Client: (i) facilities to provide water at those points of supply both within the Premises and those provided for general use of Clients of the Building; (ii) facilities to provide a supply of electrical current reasonably necessary for general business office use and occupancy of the Premises and electric lighting and a supply of electrical current to the common areas of the Building; (iii) heating and refrigerated air conditioning in season; and (iv) elevator and janitorial service to the Premises, (b) all such services to be provided in scope, quality and frequency to those services being customarily provided by landlords in comparable office buildings in the structural portions surrounding area. Heating, ventilation and air conditioning requirements and standards under this Lease shall be subject, however, to such regulations as the Department of Energy or other local, state or federal governmental agency, Board or commission shall adopt from time to time. In addition, Landlord agrees to maintain the public and common areas of the Building, such as lobbies, stairs, corridors and restrooms, in reasonably good order and condition; provided, however, that Client shall reimburse Landlord, upon demand, for all repairs and additional maintenance resulting from damages to such public or common areas caused by Client, or its employees, agents or invitees. Landlord reserves the right, exercisable without notice and without liability to Client for damage or injury to property, persons or business and without effecting an eviction, constructive or actual, or disturbance of Client’s use or possession of the Premises, or giving rise to any claim by Client for setoff or abatement of rent, to decorate and to make repairs, alterations, additions, modifications, changes or improvements, whether structural or otherwise, in and about the Building, or any part thereof, and for such purposes to enter upon the Premises and, during the continuance of any such work, to temporarily close doors, entryways, public space and corridors in the Building and to interrupt or temporarily suspend Building services and facilities. (b) If Landlord, to any extent, fails to make available any of the services to be provided by Landlord expressly set forth above or if any slowdown, stoppage or interruption of, or any change in the quantity, character or availability of, the services to be provided by Landlord expressly set forth above occurs, such failure or occurrence shall not render Landlord liable in any respect for damages to either person, property or business, nor be construed as an eviction of Client or work an abatement of rent, nor relieve Client from fulfillment of any covenant or agreement hereof; provided, however, that if (i) any of the foregoing services for which Landlord is solely responsible are not furnished to the Premises for five (5) or more consecutive business days, and (ii) the Premises are rendered untenantable due to the Landlord’s failure to deliver such services, then commencing with the sixth (6th) business day of such interruption, the Basic Rental shall be abated until the Premises are again tenantable. Such abatement shall be Client’s sole and exclusive remedy due to any such interruption. (c) the roof Should Client require any additional work or service, including but not limited to heating, ventilation and air conditioning (“HVAC”) furnished outside Landlord’s normal operating hours of the Building8:00 a.m. to 6:00 p.m., Monday through Friday, excluding holidays, or Requested Saturday Mornings (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), Landlord may, upon reasonable advance notice by reason of any injury toClient, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of furnish such additional services at the Building and/or standard hourly rate as may be charged from time to time. Notwithstanding the Project. Tenant hereby waives foregoing, in the benefit event that Client desires HVAC service on a Requested Saturday Morning (excluding holidays) between the hours of any Laws granting it 9:00 a.m. and 1:00 p.m., and provided that Client delivers a written request (which may be by facsimile) to Landlord prior to 3:00 p.m. on the right to make repairs at Landlord’s expenseBusiness Day preceding the Requested Saturday Morning on which such HVAC service is requested, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements provide HVAC service to the Premises at no additional charge to Client during the requested period between 9:00 a.m. to 1:00 p.m. on such Saturday Morning (a “Requested Saturday Morning”). (d) Landlord may, at any time in its sole discretion, require separate metering or the Project except as otherwise expressly agreed submetering for gas, electric power or for any other utility service required by Client if such service is deemed by Landlord to be performed in excess of Building standard usage, in which case the cost of installing such metering shall be at Client’s sole cost and expense, due and payable upon demand by Landlord pursuant to the provisions Landlord, and in which event Client shall pay for all such utility service in excess of this Leaseits normal and customary usage, as metered.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, (i) Landlord shall maintain and make all necessary repairs to keep in good working order and replacements of (a) the “Building Systems” that service the Premises, (b) condition: the structural portions of the BuildingProject, including the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass, columns, beams, shafts, stairs, stairwells, elevator cabs and Common Areas, and shall also maintain and repair the basic mechanical, electrical, life safety, plumbing, sprinkler systems and heating, ventilating and air-conditioning systems serving the Premises (cthe “Building Systems”), provided, however, that Landlord’s obligation with respect to any such Building Systems shall be to repair and maintain those portions of the systems located in the core of the Project or in other areas outside of the Premises, but Tenant shall be responsible to repair and maintain any distribution of such systems throughout the Premises1. All costs incurred by Landlord under this Section 9(a)(i) shall be included in Operating Costs, subject to, and in accordance with Article 3. (ii) Landlord shall, as an Operating Cost allocable 100% to the Pod 1 Building and payable 100% by Tenant, repair and maintain (including necessary replacements thereto) the roof HVAC System (as hereinafter defined) and in connection therewith, Landlord shall retain a service and maintenance contract for the HVAC System with a contractor designated by Landlord. Tenant shall pay the cost of the Buildingservice and maintenance contract for the HVAC System in the Premises, (d) within a reasonable period following receipt as well as for costs of notice of the need for repair and replacement thereof as necessary in the reasonable judgment of Landlord, as Additional Rent, within thirty (30) days of receipt of ▇▇▇▇▇▇▇▇ therefor from TenantLandlord. 1 Distribution elements does remain a Tenant responsibility. Tenant can request Landlord perform via a work order submission process. (iii) Landlord shall, as an Operating Cost allocable 100% to the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Pod 1 Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered payable 100% by Tenant, repair and maintain (including without limitationnecessary replacements thereto) the Building Generator and UPS System (as hereinafter defined) and any Existing Supplemental Units (as hereinafter defined). (iv) Landlord shall, any inconvenience toas an Operating Cost allocable 100% to the Pod 1 Building and payable 100% by Tenant, or interference withrepair and maintain (including necessary replacements thereto) the Acid Neutralization Tank (as hereinafter defined) and in connection therewith, TenantLandlord shall retain a service and maintenance contract for the Acid Neutralization Tank in accordance with the manufacturer’s business or operations arising from standard maintenance guidelines. (v) Notwithstanding anything to the making ofcontrary set forth in Section 3(c)(iii) of this Lease, or failure to make, any maintenance or repairs, alterations or improvements in or with respect to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make capital repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed replacements incurred by Landlord pursuant to subsections (ii), (iii) and (iii), the provisions costs of this Leasesuch capital repairs or replacements shall be amortized and charged to Tenant in the “Pod 1” Operating Costs pool as if such expenditures were Permitted Capital Expenditures.

Landlord’s Obligations. Subject Landlord (i) will present the Leased Premises in broom-swept condition and (ii) represents to Section 7.1 above Tenant that all systems, equipment, and to Article 11 improvements serving the Leased Premises will be in good working order as of the Commencement Date. Tenant has personally inspected the Leased Premises and Article 13 hereofaccepts the same "AS IS" without representation or warranty by Landlord of any kind, other than those contained in this section, and with the understanding that Landlord shall maintain have no responsibility with respect thereto except to construct and make all necessary repairs to install within the Leased Premises, in a good and replacements workmanlike manner, the Tenant Improvements, in accordance with this Exhibit B and based on the scope of work attached as Exhibit B-1 hereto and made a part hereof (a) the “Building Systems” that service the Premises, (b) the structural portions Turnkey Scope”). Construction of the Building, Tenant Improvements within the Turnkey Scope shall be at Landlord's sole cost and expense and shall in no event be applied toward the Allowance (cas hereinafter defined). The parties hereby acknowledge and agree that the Tenant Improvements includes those items identified on Exhibit B-2 attached hereto and made part hereof (the "Allowance Improvements") the roof that shall be completed by Landlord as part of the BuildingTenant Improvements; provided, however, Tenant shall be responsible for the cost to construct and install the Allowance Improvements only to the extent that the cost thereof exceeds One Hundred Thirty Three Thousand Seven Hundred Fifty and No/100 Dollars (d$133,750.00) (the "Allowance"). In the event the cost to construct and install the Allowance Improvements exceeds the Allowance, Tenant shall pay such excess to Landlord within a reasonable period following thirty (30) days of receipt of notice Landlord's request therefor. In the event the Allowance exceeds the cost to construct and install the Allowance Improvements, such excess shall remain the property of Landlord. Any portion of the need for repair Allowance not requested by Tenant July 31, 2022 shall be forfeited by Tenant and replacement shall remain the property of Landlord. Landlord shall not be required to commence work on the Tenant Improvements until it has received the Security Deposit from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in accordance with Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions 4 of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of be responsible for: (a) Maintenance, repair and replacement (as necessary to keep the same water tight and in good working order and condition) of the exterior (including all exterior doors, walls, and windows), roof, flooring, and structural portions of the Premises and Building (including load bearing walls and foundations); (b) Maintenance, repair and replacement (as necessary) of the elevators, sanitary and storm drainage systems, fire and life safety systems, on- and off-site utilities and improvements necessary for the operation of the Building, and building systems for fire/life safety, mechanical, electrical and plumbing, HVAC and all controls appurtenant thereto (collectively, the “Building Systems” that service the Premises, (b) the structural portions of the Building, ”); and (c) the roof of the BuildingMaintenance, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows (as necessary) of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, escalators, lobbies, stairs, corridors, downspouts, restrooms, landscaping, parking areas, loading docks, and such maintenance, repair and replacement with respect to the entire HVAC system for Common Areas as may be required by any Encumbrance. Landlord shall not be in default of Landlord’s obligations under this Section unless Tenant notifies Landlord in writing of any failure to perform such obligations and such failure is not corrected within a reasonable period of time thereafter (but in no event later than the Building time period specified in Section 20.6). Tenant shall cooperate with Landlord in connection with Landlord’s repair, maintenance and replacement activities pursuant to this Section both within the Premises and in the Common Areas, provided that the same do not unreasonably interfere with Tenant’s access to, or use or enjoyment of the Premises, and also or materially reduce the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems usable square feet of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain the Building Common Area and make Common Area, including the Building Systems and lobbies, stairs, elevators, corridors, restrooms, all necessary repairs to exterior landscaping and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of windows serving the Building, and the roof, foundation and other structural components of the Building itself, and all Building Systems (cincluding those portions of Building Systems located within the Premises) except for damage not insured under Landlord’s insurance policies (excluding normal wear and tear), caused by the roof negligence or willful misconduct of Tenant, or any assignees or subtenants permitted hereunder, or employees, or agents of Tenant. Any of such repairs necessitated by the active or passive negligence, willful misconduct of Tenant, or any assignees or subtenants permitted hereunder, or employees, or agents of Tenant shall be performed by Landlord, at Tenant’s sole cost and expense. The maintenance for the Building, (d) within a reasonable period following receipt including without limitation the roof, foundation and other structural components of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, Common Areas and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the all Building Systems shall not include any systems be subject to Landlord’s sole management and control and shall be operated and maintained in such manner as Landlord in its sole and absolute discretion, shall determine so long as it is at least comparable to that Tenant installs of other similar buildings in the Premises)▇▇▇▇ ▇▇▇▇▇ Airport submarket of Orange County, California. Nothing contained in this Section 7.2 Tenant shall require immediately notify Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or any other need for repair to any aspect of the Project except as otherwise expressly agreed Premises or the Building Property. Subject to be performed by Landlord pursuant to the provisions Article 12 of this Lease., Landlord shall repair and maintain with commercially reasonable diligence after notice thereof from Tenant, defects in, and damage to, the Building Systems installed by Landlord and serving or located on the Premises. If such maintenance and repair is required in part or in whole by the active or passive negligence or willful misconduct of Tenant, its agents, employees, or contractors, Tenant shall pay to Landlord the cost of such maintenance and repairs, except to the extent Tenant has been relieved of such liability under Section 11.6

Landlord’s Obligations. Subject The Landlord hereby agrees with the Tenant as follows:- 1. That the Tenant paying the rent on the days and in the manner herein provided for payment of the same and observing and performing the agreements, stipulations and conditions herein contained and on the Tenant’s part to Section 7.1 above be observed and to Article 11 performed shall peaceably hold and Article 13 hereof, enjoy the said premises during the said term without any interruption by the Landlord shall or any person lawfully claiming under or in trust for the Landlord. 2. To pay the Government Rent payable in respect of the said lot and the Property Tax and all outgoings of capital or non-recurring nature payable in respect of the said building. 3. To maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) keep the roof of the Buildingsaid building and the main structure, walls, drains, pipe and cables, facilities therein and sprinkler system of the said premises (dsave and except the sprinkler heads installed or modified by the Tenant in the said premises) within in a proper and tenantable state of repair Provided That the Landlord shall not incur any liability under this Clause unless and until written notice of any defect or want of repair has been given by the Tenant to the Landlord (save in case of emergency where oral notice shall suffice) and the Landlord shall have failed to take reasonable steps to repair or remedy he same after the lapse of a reasonable period following receipt time from the date of notice service of such notice. 4. To keep and maintain the common areas, toilets and other parts of the need said building for common use clean and in proper condition. 5. To maintain and keep the facilities of the said building in good and tenantable repair and replacement from Tenant, condition and in particular to use its best endeavours to maintain the exterior walls lifts escalators and windows of the Premises fire services equipment and (e) the Common Areasair-conditioning plant in proper working order. 6. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system To allot space on an existing Directory Board for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up Tenant’s name to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs be affixed in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain such uniform lettering or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except characters as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of designated by the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereofLANDLORD, Landlord at its sole expense, shall maintain and make all necessary repairs to the footings, foundation, structural steel columns-, exterior walls and replacements girders forming a part of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of provided that LANDLORD shall not have responsibility to make any repair until LANDLORD receives written notice of the need for such repair and LANDLORD confirms such repair is necessary. LANDLORD represents and warrants that the Property contains no structural defects and requires no major repairs or replacements, all building systems are in good working order at the time of TENANT’S occupancy, and the Property is served by all utilities necessary for the operation thereof as typical office space of similar type and kind. -Additionally, TENANT’S liability to repair the HVAC systems shall be limited to no more than One Thousand Five Hundred ($1,500.00) Dollars annually for the term of the lease. Should an HVAC unit require replacement from Tenantduring the term of the lease, LANDLORD shall replace the unit at its sole expense as a capital expense for the Property. Subject to the limitations set forth in this Section D.1, LANDLORD, at TENANT’S sole expense, shall maintain and repair the HVAC systems appurtenant to the Premises. LANDLORD also maintains the Property’s Common Utility systems, and, other systems that do not serve the Premises exclusively, and makes all necessary repairs to the roof, grounds, and common areas, the costs of which are an operating expense, payable by the TENANT in its TENANT’S Share. “Walls” excludes windows, glass, plate glass, doors, custom storefronts, and entry areas. Unless this Lease is terminated due to any casualty or taking, LANDLORD, as and when necessary, (i) restores the Property’s roof, foundation, exterior walls walls, common systems, and windows of the Premises common areas, and (eii) the Common Areas. The term “Building Systems” shall mean the service systems of the Buildingrestores any improvements, includingequipment, without limitation, the entire HVAC system for the Building and installations within or serving the Premises, and also except those installed by TENANT or by LANDLORD for TENANT’S account. Notwithstanding the mechanicalforegoing, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up LANDLORD is not obligated to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include restore any systems that Tenant installs in the Premises)damage caused by TENANT. Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury Reasonable advance written notice is an absolute condition precedent to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, (a) Landlord shall maintain or cause to be maintained in good order, condition, and make repair consistent with Class A buildings in the area, the Building and all necessary repairs to Building Common Areas of the Condominium not the obligation of Tenant. Such repairs, replacements and replacements of maintenance shall include (without limitation): (a) the “Building Systems” that service upkeep of the roof, roof membrane and roof systems (gutters, downspouts and the like), foundation, exterior walls, interior structural walls, and all structural components of the Premises, and the Building and (b) the structural portions maintenance and repair of all parking areas, sidewalks, landscaping and drainage systems on the BuildingProperty and all utility systems (including mechanical, (celectrical, and HVAC systems) and plumbing systems which serve the roof of the Building, (d) within Building as a reasonable period following receipt of notice whole and not a particular tenant’s premises. Landlord shall make all repairs under this Section promptly after Landlord learns of the need for such repairs but in any event within thirty (30) days after Tenant notifies Landlord of the need for such repairs (except when the repairs require more than thirty (30) days for performance and Landlord commences the repair within thirty (30) days and diligently pursues the repair to completion). In the case of a disagreement between the parties with respect to a party’s repair and replacement from Tenantmaintenance obligations hereunder, either party may utilize the exterior walls and windows alternative dispute resolution procedure set forth in Exhibit D. (b) Except as caused by the negligence or willful misconduct of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the BuildingLandlord or its agents, includingcontractors, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained or employees or as otherwise expressly provided in this Section 7.2 Lease, Landlord shall require Landlord have no liability to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, Tenant nor shall there Tenant’s obligations under this Lease be reduced or abated in any liability of the “Landlord Parties” (as defined below), manner whatsoever by reason of any inconvenience, annoyance, interruption or injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s to business or operations arising from the Landlord’s making of, any reasonable repairs or failure reasonable changes which Landlord is required or permitted by this Lease or by any other tenant’s lease or required by law to make, any maintenance or repairs, alterations or improvements make in or to any portion of the Building and/or or the Project. Tenant hereby waives the benefit Premises. (c) Landlord shall do all acts required to comply with all applicable laws, ordinances, and rules of any Laws granting it the right public authority relating to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed maintenance obligations as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseset forth herein.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain maintain, repair and make all replace as necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure, exterior walls, columns, beams and shafts (cincluding elevator shafts) (collectively, "BUILDING STRUCTURE") at its sole cost and expense. Landlord shall also maintain, repair and replace as necessary the roof parking areas, sidewalks and access roads (including snow and ice removal), landscaping, fountains, water falls, exterior Project signage, exterior glass and mullions, stairs and stairwells, elevator cabs and equipment, plazas, art work, sculptures, men's and women's washrooms, Building mechanical, electrical and telephone closets, and all common and public areas and the Building security, mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems (collectively, the "BUILDING SYSTEMS") and all other Common Areas within the Project, and the cost of such maintenance and repair (or the amortized portion of the Buildingcapital expenses of such maintenance and repairs, (d) within a as applicable), shall be included in Operating Expenses. Landlord shall undertake reasonable period following receipt of notice efforts to perform all maintenance, repairs and replacements pursuant to this SECTION 7.1 promptly after Landlord learns of the need for such maintenance, repairs and replacements, but in any event within thirty (30) days after Tenant provides written notice to Landlord of the need for such maintenance, repairs and replacements; provided, however, that in cases of emergency (i.e., circumstances which, if not addressed promptly, could result in material damage to persons and property), Landlord shall perform any maintenance, repairs and replacements as soon as reasonably practicable after it learns of the need for such maintenance, repairs and replacements. In the event that any maintenance, repair and/or replacement is required of the air handlers and chillers servicing the Lab Areas, and Tenant expects that Tenant will suffer monetary loss or damages if such work is not completed immediately, Tenant shall give notice of such situation to Landlord and Landlord's property manager, clearly stating the emergency nature of the situation, and if Landlord is unable to proceed to effect such maintenance, repairs or replacements immediately, Tenant may do so, and the cost of such work shall be allocated and paid for as provided in the next paragraph of this Section 7.1. Notwithstanding anything herein to the contrary, Tenant shall reimburse Landlord as Additional Rent, within thirty (30) days after receipt of Landlord's invoice, for all costs paid to third parties associated with the repair, maintenance and replacement from Tenantof the air handlers and chillers which service the Lab Areas (as defined in SECTION 6.2, the exterior walls and windows above) of the Premises and such costs shall thereafter not be included in the calculation of Operating Expenses. Notwithstanding the foregoing, with respect to all costs for replacements of the air handlers and chillers (eor components thereof) which service the Lab Areas that are capital in nature under generally accepted accounting principles, at Tenant's option, to be exercised within thirty days after receipt of Landlord's first invoice for such costs, in lieu of reimbursing Landlord within thirty days, such costs shall be amortized (with interest at a twelve percent (12%) per annum) over the lesser of (i) the Common Areas. The term “Building Systems” shall mean the service systems remaining Term of the BuildingLease, includingor (ii) the useful life of the item being replaced, without limitationand Tenant shall pay Landlord, as Additional Rent, on a monthly basis, the entire HVAC system for the Building amortized portion and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseinterest applicable thereto.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain maintain, repair and make all replace as necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure, exterior walls, columns, beams and shafts (cincluding elevator shafts) (collectively, “BUILDING STRUCTURE”) at its sole cost and expense. Landlord shall also maintain, repair and replace as necessary the roof parking areas, sidewalks and access roads (including snow and ice removal), landscaping, fountains, water falls, exterior Project signage, exterior glass and mullions, stairs and stairwells, elevator cabs and equipment, plazas, art work, sculptures, men’s and women’s washrooms, Building mechanical, electrical and telephone closets, and all common and public areas and the Building security, mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems (collectively, the “BUILDING SYSTEMS”) and all other Common Areas within the Project, and the cost of such maintenance and repair (or the amortized portion of the Buildingcapital expenses of such maintenance and repairs, (d) within a as applicable), shall be included in Operating Expenses. Landlord shall undertake reasonable period following receipt of notice efforts to perform all maintenance, repairs and replacements pursuant to this SECTION 7.1 promptly after Landlord learns of the need for such maintenance, repairs and replacements, but in any event within thirty (30) days after Tenant provides written notice to Landlord of the need for such maintenance, repairs and replacements; provided, however, that in cases of emergency (i.e., circumstances which, if not addressed promptly, could result in material damage to persons and property), Landlord shall perform any maintenance, repairs and replacements as soon as reasonably practicable after it learns of the need for such maintenance, repairs and replacements. In the event that any maintenance, repair and/or replacement is required of the air handlers and chillers servicing the Lab Areas, and Tenant expects that Tenant will suffer monetary loss or damages if such work is not completed immediately, Tenant shall give notice of such situation to Landlord and Landlord’s property manager, clearly stating the emergency nature of the situation, and if Landlord is unable to proceed to effect such maintenance, repairs or replacements immediately, Tenant may do so, and the cost of such work shall be allocated and paid for as provided in the next paragraph of this Section 7.1. Notwithstanding anything herein to the contrary, Tenant shall reimburse Landlord as Additional Rent, within thirty (30) days after receipt of Landlord’s invoice, for all costs paid to third parties associated with the repair, maintenance and replacement from Tenantof the air handlers and chillers which service the Lab Areas (as defined in SECTION 6.2, the exterior walls and windows above) of the Premises and such costs shall thereafter not be included in the calculation of Operating Expenses. Notwithstanding the foregoing, with respect to all costs for replacements of the air handlers and chillers (eor components thereof) which service the Lab Areas that are capital in nature under generally accepted accounting principles, at Tenant’s option, to be exercised within thirty days after receipt of Landlord’s first invoice for such costs, in lieu of reimbursing Landlord within thirty days, such costs shall be amortized (with interest at a twelve percent (12%) per annum) over the lesser of (i) the Common Areas. The term “Building Systems” shall mean the service systems remaining Term of the BuildingLease, includingor (ii) the useful life of the item being replaced, without limitationand Tenant shall pay Landlord, as Additional Rent, on a monthly basis, the entire HVAC system for the Building amortized portion and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseinterest applicable thereto.

Landlord’s Obligations. Subject Landlord agrees to Section 7.1 above repair and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the BuildingBuilding and the plumbing, heating, ventilating, air conditioning, elevator and electrical systems installed or furnished by Landlord, unless such maintenance and repairs are (ci) attributable to items installed in Tenant's Premises which are above standard interior improvements (such as, for example, custom lighting, special HVAC and/or electrical panels or systems, kitchen or restroom facilities and appliances constructed or installed within Tenant's Premises) or (ii) caused in part or in whole by the roof act, neglect or omission of any duty by Tenant, its agents, servants, employees or invitees, in which case Tenant will pay to Landlord, as additional rent, the Building, (d) within a reasonable period following receipt cost of such maintenance and repairs. Landlord will not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premisesrepairs or maintenance is given to Landlord by Tenant. Except as provided in Article 11Paragraph 20, there shall Tenant will not be no entitled to any abatement of Rent, nor shall there be rent and Landlord will not have any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s 's business or operations arising from the making of, or failure to make, of any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or or the ProjectPremises or in or to fixtures, appurtenances and equipment therein. Notwithstanding the foregoing, if any interruption in the provision of the services described in this Subparagraph 14(a) occurs and such interruption materially interferes with Tenant's use and occupancy of the Premises for more than ten (10) continuous business days, Tenant shall have the right to ▇▇▇▇▇ Base Rent payable with respect to the period of interruption following such ten (10) business day period, but only to the extent of any rent loss insurance proceeds received by Landlord in connection with such abatement. Such abatement shall be in the proportion that such interference bears to Tenant's normal operations in the Premises, as agreed to by Landlord and Tenant; provided, however, in no event shall Landlord be liable for damages or any other amounts or expenses attributable to such interruption. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense's expense under any law, to place a lien upon the property of Landlord and/or upon Rent due Landlordstatute, ordinance, rule, regulation, order or the right to terminate this Lease or withhold Rent on account of any Landlord default ruling (including including, without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the extent the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to are located in California, the provisions of this LeaseCalifornia Civil Code Sections 1941 and 1942 and any successor statutes or laws of a similar nature).

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, 4.1 The Landlord shall maintain and make all necessary repairs to and replacements of shall: (a) ensure that he/she/it manages the “Building Systems” that service the Premises, collection of Rent and rental business in a timely and professional manner; (b) co-operate with RentGuarantor in all matters relating to the structural portions Services; (c) provide RentGuarantor with such information and materials as RentGuarantor may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects, including but not limited to a copy of the BuildingTenancy Agreement; (d) comply with all applicable laws, including all relevant property and housing laws; (e) comply with the provisions of these Conditions, and in particular, those in clauses 6 or 7. 4.2 If RentGuarantor's performance of any of its obligations under these Conditions is prevented or delayed by any act or omission by the Landlord or failure by the Landlord to perform any relevant obligation (Landlord Default): (a) without limiting or affecting any other right or remedy available to it, RentGuarantor shall have the right to suspend performance of the Services until the Landlord remedies the Landlord Default, and to rely on the Landlord Default to relieve it from the performance of any of its obligations in each case to the extent the Landlord Default prevents or delays RentGuarantor's performance of any of its obligations; (b) RentGuarantor shall not be liable for any costs or losses sustained or incurred by the Landlord arising directly or indirectly from RentGuarantor's failure or delay to perform any of its obligations as set out in this clause 4.2; and (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need Landlord shall reimburse RentGuarantor on written demand for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain costs or repair the systems within the Premises that distribute within the Premises electricity losses sustained or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), incurred by reason of any injury to, RentGuarantor arising directly or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising indirectly from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseDefault.

Landlord’s Obligations. Subject to the provisions of Article Seven (Damage or Destruction) and Article Eight (Condemnation), and except as provided in Section 7.1 4.05 above and to Article 11 and Article 13 hereofin this Section 6.03, Landlord shall have no responsibility to repair, maintain or replace any portion of the Property. Upon Substantial Completion of the Tenant Improvements, Landlord shall deliver the Property to Tenant clean and make free of debris, and in conformance with Landlord's warranties and representations set forth in Section 6.01 above. In the event of non-compliance with the warranties and representations contained in Section 6.01 above, Landlord shall promptly after receipt of written notice from Tenant setting forth with specificity the nature and extent of such non-compliance, rectify the same at Landlord's expense. If Tenant does not give Landlord written notice of a non-compliance with that warranty within one (1) year after the date of Substantial Completion of the Building Shell Improvements (with respect to the Building Shell Improvements) or within one (1) year after the date of Substantial Completion of the Tenant Improvements (with respect to the Tenant Improvements), correction of that non-compliance shall be the obligation of Tenant at Tenant's sole cost and expense, and any further obligation of Landlord arising from or related to such warranty shall be extinguished except with respect to any latent defects in those components of the Building for which Landlord has expressly assumed responsibility below in this Section 6.03. Landlord shall also obtain a ten (10)-year NDL manufacturer warranty covering the Building's roof membrane, and shall assign its rights thereunder to Tenant (and Tenant acknowledges it must assume and comply with all necessary repairs of the obligations thereunder in connection with such assignment). 7155 Lindell Road ▇▇▇ Vegas, Nevada Nevada Power Company With respect to the Building only, Landlord, at its sole cost and replacements expense, shall be responsible for repair, maintenance, or replacement (as needed) of (a) the “Building Systems” that service the Premisesfoundations, (b) the structural portions of the Building, roof (c) but excluding all non-structural portions such as the roof membrane), exterior walls (but excluding the painting thereof, which shall be Tenant's sole responsibility) and the floor slab due to any latent defects therein. Subject to Landlord's one-year warranties set forth in this Article Six, Landlord shall not be obligated to replace or maintain or repair windows, doors, plate glass or the interior surfaces of the exterior walls of the Building, (d) within or any of the improvements on the Additional Land or any of the other Tenant Improvements. Landlord shall not be obligated to undertake any work pursuant to this Section 6.03 until a reasonable period following time after receipt of a written notice from Tenant of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premisessuch work, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, shall diligently pursue such work until complete. In no event shall normal wear and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default tear (including without limitation, that caused by the failure of Landlord elements or other natural environmental conditions) constitute or be deemed to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations have caused or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseresulted in a latent defect.

Landlord’s Obligations. A. Subject to Section 7.1 above the provisions ofArticles X and to Article 11 and Article 13 XIII hereof, Landlord shall shall, at its sole cost and expense, maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions soundness of the Buildingroof, (c) the roof of the Buildingfoundation, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises floor slab. Landlord shall, at its sole cost and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon replace the property of Landlord roof and/or upon Rent due Landlordroof membrane, or the right to terminate this Lease or withhold Rent on account of if required. If any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed work required to be performed by Landlord pursuant under this Section 8.2A is necessitated by Tenant's acts or omissions (including, but not limited to negligence or excessive use, but excluding normal use of the floor slab), then Landlord shall perform the maintenance, repair or replacement at Tenant's sole cost and expense and the amounts payable from Tenant to Landlord therefor shall be deemed Additional Rent and shall be due and payable in full upon Landlord's demand. B. Landlord shall repair the roof and maintain, repair and replace aU plumbing, '.!]lechanical and electrical systems located on the Project outside of the Building and serving more than the Premises installed by Landlord and all exterior portions ofthe Project, including, but not limited to the provisions parking areas and other common areas of this Leasethe Project, including, but not limited to sidewalks, driveways, alleys and other portions ofthe Land. Landlord's maintenance obligations shall include, but shall not be limited to, snow removal and landscaping. All costs incurred by Landlord in connection with the foregoing maintenance, repairs and replacements shall be deemed Expenses. C. In the event Landlord, in its reasonable discretion, determines that the HVAC system . (instead of maintenance and repair which shall be Tenant's obligation under Section 8.1) or any component ofthe Premises (other than roof and/or roof membrane) requires replacement and, if such replacement constitutes a capital expenditure under generally accepted accounting principals and the cost ofsuch replacement exceeds Twenty-Five Thousand and No/100 Dollars ($25,000.00), then Landlord shall replace said HVAC system and/or capital item, and the cost thereof shall be amortized on a straight line basis at 8% over the useful life (as reasonably determined by Landlord, at a minimum often (10) years and maximum of twenty (20) years). In such event, Tenant shall pay to Landlord monthly, as Expenses and Additional Rent, the monthly amortized cost ofperforming the replacement for each month during the Term (including any 781999_9 12 MfM

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of keep the Project (a) excluding the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows interior of the Premises and space leased to other occupants of the Project) in good condition and repair, including without limitation, any necessary repairs and replacements to (ei) exterior walls, windows and doors, roof, floor slabs, structural elements of the Project, and (ii) the Common Areas, including all heating, life-safety, plumbing, ventilating, air-conditioning, electrical and mechanical systems serving the Common Areas, all subject to reimbursement permitted by Section 5.1 hereinabove. The term “Building Systems” If plumbing pipes, electrical wiring, HVAC ducts or vents within the Premises are in need of repair, Tenant shall mean advise Landlord (telephonically or otherwise), and Landlord shall cause the service systems repairs to be completed within a reasonable time, and, unless necessitated by the negligent or intentional acts of the BuildingTenant, includingits agents, without limitationemployees or contractors, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems cost of the Building up repairs shall be considered an Operating Expense and, unless expressly excluded pursuant to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs Section 5.1, reimbursed in the Premises). Nothing contained in this accordance with Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises5.1 herein. Except as provided in Article 11Section 9.3, there shall be no abatement of Rent, nor shall there be any rent or liability of the “Landlord Parties” (as defined below), by reason to Tenant on account of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, with Tenant’s 's business or operations arising from the making of, or failure with respect to make, any maintenance or repairsimprovements, alterations or improvements in repairs made by Landlord to the Project or to any portion of the Building and/or the Projectpart thereof. Tenant hereby expressly waives the benefit benefits of any Laws granting it statute now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense or the right to terminate this Lease or withhold Rent on account because of any Landlord default (including without limitation, the Landlord's failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or keep the Project except as otherwise expressly agreed in good order, condition and repair. All repairs and maintenance required to be performed by Landlord pursuant to this Section 8.1 or elsewhere in this Lease shall be performed in a manner consistent with the provisions services provided in similar buildings of the same age and quality and which are centrally located in the Cedar Knolls, New Jersey area. Nothing in this LeaseSection 8.1 shall be deemed to be a waiver of Tenant’s right to a claim of constructive eviction.

Landlord’s Obligations. Subject Landlord shall at Landlord’s expense repair and maintain all Common Facilities, the heating, ventilation and air conditioning system serving the Premises, the common elements of the electrical, lighting and plumbing systems of the Premises and the Common Facilities, subject to Section 7.1 above and Tenant’s obligation to pay its Pro Rata Share of excess Operating Costs as provided in Article 11 and Article 13 hereof6. Notwithstanding the foregoing, Landlord shall repair and maintain the roof structures, foundation and make all necessary repairs to major structural elements of the Project, as well as any defects in the Tenant Improvements, without reimbursement from Tenant., and replacements of the roof, the foundations and structural portions provided, however, that Tenant shall pay the (a) the “Building Systems” that service full amount of any maintenance and repairs necessitated by any act, omission, conduct or activity of, or breach of this lease by, Tenant or any of Tenant’s officers, agents, customers or invitees (except for normal wear and tear arising from Tenant’s occupancy and use of the Premises, ) plus five percent (b5%) the structural portions of the Buildingcost thereof to reimburse Landlord for overhead). Tenant shall pay the cost of such required repairs, as Additional Rent, within fifteen (c15) the roof of the Building, (d) within a reasonable period following days after receipt of notice a statement from Landlord. There shall be no abatement of rent, and no liability of Landlord, by reason of any injury to or interference with Tenant’s business arising from the need for repair and replacement from Tenantmaking of any repairs, the exterior walls and windows alterations, or improvements to any portion of the Premises and (e) or the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the PremisesProject. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” 16 (as defined belowDamage and Destruction) and Article 17 (Condemnation), by reason of any injury toLandlord shall have absolutely no other responsibility to repair, maintain or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to replace any portion of the Building and/or the ProjectPremises at any time. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlordexpense under California Civil Code Section 1942, or the right under any other law, statute or ordinance now or hereafter in effect. Landlord’s obligations under this Section are not intended to terminate this Lease alter or withhold Rent on account of modify in any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to way the provisions of this LeaseArticle 12.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereofExcept for items caused by the intentional or negligent act or omission of Tenant, its employees or invitees, Landlord shall maintain, in good condition (the cost for which is covered under paragraph 5(c), the structural part of the building and other improvements in which the Premises are located, including the foundation, bearing and exterior walls (excluding doors) subflooring and roofs, the unexposed electrical, plumbing and sewer systems, the heating, ventilation and air conditioning equipment serving the Premises, except for that which the Tenant is required to maintain and make all necessary repairs pursuant to and replacements of subparagraph (a) above. Landlord shall not be liable for any failure to make repairs, or to perform any maintenance unless such failure shall persist for an unreasonable time (which is hereby deemed to be, in most cases, 10 days unless the “Building Systems” repairs cannot reasonably be made in that service the Premises, (btimeframe) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of after written notice of the need for repair said repairs and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up maintenance is given to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises)Landlord b) Tenant. Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there There shall be no abatement of Rent, nor shall there be any rent and no liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s 's business or operations arising from the making of, or failure to make, of any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or Premises, the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due LandlordProperty, or to fixtures, appurtenances and equipment therein. Landlord shall have no obligation to shampoo or replace the right carpeting or draperies of the Premises during the term or any extension thereof. Landlord shall have no obligation to terminate this Lease alter, remodel, improve, repair, decorate, or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to paint the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseany part thereof.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) Landlord shall repair and maintain in first-class condition the structural portions of the BuildingBuilding including the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, parking garage, stairwells, escalators, elevator cabs, plazas, art work, sculptures, washrooms, mechanical, electrical and telephone closets, and all Common Areas and public areas (collectively, "Building Structure"), and the HVAC (including primary and secondary loops connected to the core), mechanical, electrical, life safety, plumbing, sprinkler systems (connected to the core) and sanitary systems ("Building Systems") except to the extent such maintenance or repairs are caused in whole or in part by the act, neglect, fault or omission of Tenant, its agents, servants, employees or invitees (except to the extent the cost of any such maintenance or repair is covered by the insurance required to be carried by Landlord hereunder and paid for by Tenant as part of Direct Expenses) or by Tenant's use of the Premises for other than normal and customary business operations in which event Tenant shall pay to Landlord the cost of such maintenance or repairs upon demand. Landlord shall also repair and maintain the Common Areas of the Building the costs for which shall be considered Operating Costs to the extent permitted in Article 3, unless such maintenance or repairs are caused in whole, or in part, (ci) by the roof act, neglect, fault or omission of Tenant, its agents, servants, employees or invitees, in which event Tenant shall pay to Landlord the cost of such maintenance or repairs upon demand (except to the extent the cost of any such maintenance or repair is covered by the insurance required to be carried by Landlord hereunder and paid for by Tenant as part of Direct Expenses), or (ii) by Tenant's use of the BuildingPremises for other than normal and customary business operations. Except as otherwise provided in this Lease, (d) within a reasonable period following receipt of if the need for repair is not reasonably apparent, Landlord shall not be liable for failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems such repairs or maintenance is given to Landlord by Tenant or any other tenant or occupant of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11Section 7.5, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense's expense under any law or regulation now or hereafter in effect. (b) Landlord agrees to furnish to the Premises, (i) during the hours of 7:00 A.M. to 6:00 P.M. Monday through Friday and 8:00 A.M. to 1:00 P.M. on Saturday ("Business Hours") except for recognized national holidays, heat, ventilation and air conditioning ("HVAC") sufficient for the comfortable occupancy of the Premises, (ii) twenty four (24) hours a day, seven (7) days a week, every day of the year, elevator service, electric current sufficient for typical general office use for normal lighting and office machines, and water for lavatory and drinking purposes, all in such reasonable quantities as in the judgment of Landlord is necessary for the comfortable occupancy of the Premises, and (iii) janitorial services at least comparable to that provided in Comparable Buildings five (5) days per week. Landlord shall not be liable for any stoppage or interruption of any such services caused by riot, strike, labor disputes, breakdowns, accidents, necessary repairs or other cause. Except as specifically provided herein, Tenant agrees to pay for all utilities and other services utilized by Tenant for all overtime or additional building services furnished to Tenant not uniformly furnished to all tenants of the Building in accordance with Section 7.2(c) below. (c) In the event Tenant requires utilities (other than electricity), HVAC and/or services in excess of what Landlord is required to provide during Business Hours (as defined in Section 7.2(b)) or at times other than during Business Hours, Landlord agrees to provide such extra utilities and services, and Tenant agrees to reimburse to Landlord its actual costs of providing such extra utilities and services, without a profit to.Landlord but with, if applicable, a reasonable overhead and administration charge (which may include a depreciation factor if appropriate) by Landlord ("Actual Costs"). (d) Landlord shall provide, twenty-four (24) hours per day, seven (7) days per week, every day of the year, onsite Building security equipment, personnel, procedures and systems. Subject to Landlord's reasonable approval, Tenant shall be entitled, at its sole cost, to place a lien upon install its own security systems for the property of Landlord and/or upon Rent due LandlordPremises, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease which shall be construed as obligating Landlord to perform located within the Premises and which shall not interfere with the Building Systems. Upon request, Landlord's security guards will, after normal business hours, accompany any repairs, alterations employee or improvements visitor of Tenant from the Building to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant on- site garage and to the provisions surface parking lots within one (1) block of this Leasethe Building.

Landlord’s Obligations. Subject to Section 7.1 above Tenant's obligations hereunder, and the provisions of Paragraphs 6 (Common Area Operating Expenses), 20 (Damage or Destruction) and 21 (Eminent Domain), and subject to Article 11 the reimbursement requirements of Tenant under Paragraph 5(b), Landlord, shall keep in good order, condition and Article 13 hereofrepair the foundations, exterior walls, structural condition of interior bearing walls, fire sprinkler and/or standpipe and hose (if located in the Common Areas) or other automatic fire extinguishing system including fire alarm and/or smoke detection systems and equipment inside the Premises, fire hydrants, parking lots, walkways, parkways, driveways, landscaping, sports courts and all recreational facilities included in the Common Areas, fences, signs and utility systems serving the Common Areas and all parts thereof, as well as providing the services for which there is an Operating Expense pursuant to Paragraph 6. Notwithstanding the foregoing, or anything in this Lease to the contrary, Landlord shall not be responsible to repair or maintain and make all necessary any roof mounted equipment of Tenant or any repairs required due to and replacements the installation of (a) the “Building Systems” that service the Premisessuch equipment by Tenant pursuant to this Lease, (b) the structural portions of the Buildingbut instead, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for Tenant shall responsible to repair and replacement from maintain any such equipment or make any such repairs as part of Tenant's obligations hereunder Landlord shall not be obligated to, but may elect to, paint the exterior or interior surfaces of exterior walls and windows nor shall Landlord be obligated to maintain, repair or replace windows, doors or plate glass of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby expressly waives the benefit of any Laws granting it statute now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord’s expense's expense (including, to place without limitation, the provisions of California Civil Code Sections 1941 and 1942 and any successor statutes or laws of a lien upon the property of Landlord and/or upon Rent due Landlord, similar nature) or the right to terminate this Lease because of Landlord's failure to keep the Buildings, Development or withhold Rent on account of any Landlord default (including without limitationCommon Areas in good order, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasecondition and repair.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) Landlord shall keep the “Building Systems” that service and Common Areas (including the Premisesparking areas, (b) walkways, driveways, landscaping and exterior lighting, structures, floors, subfloors, slabs, glass, ceilings, common or party walls, as well as the structural portions roof and exterior of the Building, (c) and the roof of plumbing, heating, lighting and other building standard electrical equipment, ventilating equipment, air conditioning equipment, and the Buildingelevators or escalators and life safety systems, (d) within a reasonable period following receipt of notice of but excluding the need for repair and replacement from Tenant, the exterior walls and windows interior of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems space leased to other occupants of the Building, including, without limitation, the entire HVAC system for the Building ) in good condition and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, repair. If Tenant becomes aware that plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to pipes, electrical wiring, or HVAC ducts or vents within the Premises (it being understood that are not part of any separate system or equipment installed by or for Tenant) are in need of repair, Tenant shall notify Landlord promptly upon becoming aware of the Building Systems same, and Landlord shall not include any systems that Tenant installs cause the repairs to be completed within a reasonable time and the cost thereof shall be included in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the PremisesOperating Expenses. Except as provided in Article 11Section 9.3, there shall be no abatement of Rent, nor shall there be any rent or liability of the “Landlord Parties” (as defined below), by reason to Tenant on account of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, with Tenant’s business or operations arising from the making of, or failure with respect to make, any maintenance or repairsimprovements, alterations or improvements repairs made by Landlord to the Property or any part thereof. To the extent permitted by law, and except as expressly provided in or to any portion of the Building and/or the Project. paragraph (b) below, Tenant hereby expressly waives the benefit benefits of any Laws granting it statute now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, expense or the right to terminate this Lease or withhold Rent on account because of Landlord’s failure to keep the Property in good order, condition and repair. Landlord shall never be liable for any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating repairs which Landlord has undertaken to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to make under the provisions of this Section 7.1 or elsewhere in this Lease, unless Tenant has given notice to Landlord of the need to make such repairs, and Landlord has failed to commence to make such repairs within thirty (30) days after receipt of such notice (provided that, in the case of any failure posing an imminent threat to Tenant’s property or to the safety of occupants, Tenant shall so advise Landlord and such 30-day period will be shortened to that which is commercially reasonable under the particular circumstances), or fails thereafter to proceed with reasonable diligence to complete such repairs. (b) If (i) Landlord fails to make any repair to the Premises after receipt of notice of the need therefor and within the time period described in paragraph (a) above, and (ii) as a result of such failure there is interference with Tenant’s ability to use the Premises for the reasonable conduct of Tenant’s business, and (iii) such failure to repair involves only an area within the Premises and does not involve the structure of the Building or any of the electrical, mechanical or plumbing systems in the Building that serve areas other than the Premises, then Tenant may give Landlord a second notice of such failure and stating that Tenant intends to cure such failure. A copy of such notice shall be delivered to Landlord’s managing agent (in addition to any other parties required hereunder), and the envelope in which any such notice or copy is delivered shall be marked in prominent lettering “NOTICE OF FAILURE — IMMEDIATE RESPONSE REQUIRED.” If Landlord shall fail to advise Tenant within five (5) additional business days after receipt of such notice that Landlord has commenced to restore such services or utilities, then Tenant may (as its sole remedy) commence and thereafter diligently pursue the same to completion (provided that, in the case of any failure posing an imminent threat to Tenant’s property or to the safety of occupants, Tenant shall so advise Landlord and Tenant shall not be required to wait for such additional 5-day period before commencing repairs). Tenant shall undertake any such work using qualified contractors and suppliers, and in complete accordance with all applicable laws, codes and ordinances. Once Tenant commences such restoration, Tenant shall not discontinue or abandon the same without Landlord’s consent, which shall not be unreasonably withheld. Landlord shall reimburse Tenant for the actual and reasonable out-of-pocket cost to Tenant of completing such restoration, within thirty (30) days after receipt from Tenant of invoices evidencing the same. Tenant shall in no event have the right to deduct or offset any such amounts from payments of rent, additional rent or any other amount payable by Tenant under this Lease.

Landlord’s Obligations. Subject to Section 7.1 above the provisions of sections 6 and to Article 11 and Article 13 hereof7 of this Lease, Landlord shall maintain keep the foundation, structural portions of load bearing walls, roof (including skylights), the exterior of the building, and make all necessary repairs the pipes and utility installations located outside of the Premises that provide services to and replacements of (a) the “Building Systems” that service the Premises, (b) in good order, condition, and repair, and in compliance with the structural portions requirements of governmental authorities having jurisdiction over the Premises, except that nothing herein shall require Landlord to make modifications, alterations or replacements which become necessary or desirable by reason of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows use of the Premises and made by Tenant, or by the acts or omissions of Tenant's agents, servants, employees, representatives, contractors or invitees. Notwithstanding any other provision hereof, Tenant shall pay one hundred percent (e100%) the Common Areas. The term “Building Systems” shall mean the service systems of the Buildingcost for repairs, includingreplacement or maintenance arising from the neglect or intentional acts of Tenant and/or Tenant's agents, servants, employees, representatives, contractors, and invitees. Landlord reserves the right at its sole discretion, from time to time, to make alterations, additions or improvements in or to the Premises provided that such alterations, additions or improvements do not materially interfere with Tenant's access, use and enjoyment of the Premises. Except to the extent provided herein, Landlord shall have no obligation, in any manner whatsoever, to repair or maintain the Premises nor the building of which the Premises are a part, nor the equipment therein, whether structural or nonstructural. Tenant expressly waives the benefit of any statute now or hereinafter in effect which would otherwise afford Tenant the right to make repairs at Landlord's expense or terminate the Lease because of Landlord's failure to keep the Premises in good order, condition and repair. Subject to the notice requirements of paragraph 13.8, Landlord shall have the right to enter in or upon the Premises for the purpose of performing any and all acts of maintenance, repair or replacement, without limitation, the entire HVAC system for the Building and the Premises, Tenant shall reasonably cooperate with Landlord and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of Landlord's contractors in all work performed in connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premisestherewith. Except for loss of use proven to arise from Landlord's active negligence or intentional acts, or as provided in Article 11paragraph 7.3, there shall be no abatement of Rent, nor shall there be any rent and no liability of the “Landlord Parties” (as defined below), by reason of any injury toto or interference with Tenant's business arising from such maintenance, repair or replacement to the Premises, the Building of which the Premises are a part, or damage suffered by Tenantto fixtures, including without limitation, any inconvenience toappurtenances, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseequipment therein.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and as a part of Expenses make all necessary repairs available to and replacements the Premises from 9:00 am to 8:00 p.m. Monday through Friday, excluding nationally recognized standard holidays (the "Business Hours", which Business Hours may, at the request of (a) the “Building Systems” that service the Premises, (b) the structural portions of any other tenant occupying at least 10,000 square feet in the Building, be changed to be 8:00 am to 7:00 p.m.), elevator service (cwhich shall be available twenty-four (24) the roof hours), up to seven (7) kilowatt/hours of the Building, (d) within a reasonable period following receipt electric current per usable square foot of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and water for lavatory and drinking purposes. "Building Standard" fixtures, equipment and items are those which Landlord typically requires Building tenants to install in the Building from time to time. Landlord shall as a part of Expenses replace Building Standard light bulbs, tubes and ballasts which need replacing due to normal use. Landlord shall also as a part of Expenses maintain and keep lighted the mechanicalcommon stairs, gasentries and toilet rooms in the Building and shall provide trash removal, steamjanitorial service and window washing in accordance with the specifications attached hereto as Exhibit K. Landlord shall not be in default hereunder or liable for any damages directly or indirectly resulting from (i) the installation, electrical, sanitary, elevator, plumbing, and life-safety systems use or interruption of use of any equipment in connection with the furnishing of any of the Building up foregoing utilities and services, (ii) failure to furnish, or delay in furnishing, any such utilities or services when such failure or delay is caused by acts of God, acts of government, labor disturbances of any kind, or other conditions beyond the point reasonable control of connection Landlord, or by the making of localized distribution repairs or improvements to the Premises or any part of the Project, or (it being understood that iii) governmental limitation, curtailment, rationing or restriction on use of water, electricity or any other service or utility whatsoever serving the Premises, Building Systems or Common Area; and such installations, uses, interruptions, failures, delays, or diminution shall never be deemed to constitute an eviction or disturbance of Tenant's use and possession of the Premises or relieve Tenant from paying Rent or performing any of its obligations under this Lease. Furthermore, Landlord shall not include be liable under any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain circumstances for a loss of, or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, property or damage suffered by Tenant, including without limitation, any inconvenience for injury to, or interference with, Tenant’s business or operations arising from the making of's business, or failure to makeincluding, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, loss of profits, however occurring, through or in connection with or incidental to a failure to furnish any of the services or utilities as set forth in this Article 12. Landlord shall be entitled to cooperate with the energy conservation efforts of governmental agencies or utility suppliers. The failure of Landlord to make repairs). No provision provide such services if consistent with the foregoing shall not constitute a constructive or other eviction of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseTenant.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof(A) During the Lease Term, Landlord shall shall, at its expense, maintain and make (including all necessary repairs replacements) only the foundation and the structural soundness of the exterior walls (excluding all windows, plate glass, doors and pest control and extermination) of the portion of the Building containing the Premises in good repair and condition except for reasonable wear and tear. Landlord also shall, subject to and replacements reimbursement as part of Operating Expenses: (ai) maintain (including all necessary replacements) the “Building Systems” that service the Premises, (b) the structural portions downspouts and fire safety sprinkler system of the Building; (ii) perform regular mowing of any grass, trimming, landscaping, weed removal and removal of debris in and about the common areas; (ciii) repaint the exterior doors or other exposed parts of the Building which reasonably require periodic painting to prevent deterioration; (iv) maintain (including all necessary replacements) the roof of the Building, except that if the complete replacement of the roof is required, the cost of said replacement shall not be subject to reimbursement as part of Operating Expenses; and (dv) within a reasonable period following receipt of if applicable, maintain any spur railroad track serving the Premises. If Tenant determines that any such repair or maintenance by Landlord is required, Tenant shall promptly give written notice to Landlord of the need for such repair or maintenance and replacement from unless Landlord in good faith disagrees with such determination by Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” Landlord shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up proceed with reasonable promptness to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of perform such systems into the Premisesmaintenance. Except as otherwise expressly provided in Article 11this Lease, there shall be no abatement or reduction of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below)Landlord, by reason of any damage, injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant or Tenant’s 's business or operations arising from the making of, or failure to make, any maintenance or maintenance, repairs, alterations alteration or improvements additions in or to any portion of the Building and/or the Project. Building. (B) Tenant hereby waives the benefit of shall, at its sole cost, pay for any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements damage to the Premises roof, foundation and/or external walls caused by any act, omission, negligence or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions fault of this LeaseTenant or any employee, agent or contractor of Tenant.

Landlord’s Obligations. a) Subject to Section 7.1 above and to Article 11 and Article 13 hereofthe limitations hereinafter set forth, Landlord shall maintain agrees, while Tenant is occupying the Premises and make all is not in breach of, or default under, this Lease, to furnish to Tenant: (i) facilities to provide water at those points of supply both within the Premises and those provided for general use of tenants of the Building; (ii) facilities to provide a supply of electrical current reasonably necessary repairs for general business office use and occupancy of the Premises and electric lighting and supply of electrical current to the common areas of the Building; (iii) heating and replacements of refrigerated air conditioning in season; and (aiv) the “Building Systems” that elevator and janitorial service to the Premises, (b) all such services to be provided in scope, quality and frequency to those services being customarily provided by landlords in comparable office buildings in the structural portions surrounding area. Heating, ventilation and air conditioning requirements and standards under this Lease shall be subject, however, to such regulations as the Department of Energy or other local, state or federal governmental agency, Board or commission shall adopt from time to time. In addition, Landlord agrees to maintain the public and common areas of the Building, (c) such as lobbies, stairs, corridors and restrooms, in reasonably good order and condition; provided, however, that Tenant shall reimburse Landlord, upon demand for all repairs and additional maintenance resulting from damages to such public or common area caused by Tenant, or its employees, agents or invitees. Landlord reserves the roof right, exercisable without notice and without liability to Tenant for damage or injury to property, persons or business and without effecting an eviction, constructive or actual, or disturbance of Tenant's use or possession of the Premises, or giving rise to any claim by Tenant for setoff or abatement of rent, to decorate and to make repairs, alterations, additions, modifications, changes or improvements, whether structural or otherwise, in and about the Building, (dor any part thereof, and for such purposes to enter upon the Premises and, during the continuance of any such work, to temporarily close doors, entryways public space and corridors in the building and to interrupt or temporarily suspend Building services and facilities. b) within a reasonable period following receipt of notice If Landlord, to any extent, fails to make available any of the need for repair and replacement from Tenantservices to be provided by Landlord expressly set forth above or if any slowdown, stoppage or interruption of, or any change in the quantity, character or availability of, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Buildingservices to be provided by Landlord expressly set forth above occurs, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems such failure or occurrence shall not include render Landlord liable in any systems that respect for damages to either person, property or business, nor be construed as an eviction of Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no work an abatement of Rentrent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason relieve Tenant from fulfillment of any injury tocovenant or agreement hereof. c) Should Tenant require any additional work or service, or damage suffered including but not limited to heating, ventilation and air conditioning ("HVAC") furnished outside Landlord's normal operating hours of 8:00 a.m. to 6:00 p.m., Monday through Friday, 8:00 a.m. to 2:00 p.m., Saturday, excluding holidays, Landlord may, upon reasonable advance notice by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of furnish such additional services at the Building and/or standard hourly rate as may be charged from time to time. d) Landlord may, at any time in its sole discretion, require separate metering or sub-metering for gas, electric power or for any other utility service required by Tenant if such service is deemed by Landlord to be in excess of Building standard usage, in which case the Project. Tenant hereby waives the benefit cost of any Laws granting it the right to make repairs installing such metering shall be at Landlord’s Tenant's sole cost and expense, to place a lien due and payable upon the property of Landlord and/or upon Rent due demand by Landlord, or the right to terminate this Lease or withhold Rent on account and in which event Tenant shall pay for all such utility service in excess of any Landlord default (including without limitationits normal and customary usage, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasemetered.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall operate, keep and maintain in good condition and make all necessary repairs to repair (including replacement as reasonably necessary), in a manner consistent with similarly situated commercially and replacements of generally accepted Class A office/research park standards in the Market Area, reasonable wear and tear and damage caused by Tenant or Tenant’s Agents (other than damage caused by a casualty not caused by them) excluded: (a) (i) all structural components of the Project (including, but not limited to the Premises Buildings), foundations, concrete slab flooring, facades of all of the buildings, and load bearing walls and columns of all of the Buildings, but excluding all interior and exterior windows of the Buildings, and the doors, and glass of the Buildings), and excluding the roofs of all Premises Buildings, except that Tenant only shall be responsible for the portion of the roof above its Premises in Building 18 (hereinafter the “Building Systems” that service the Premises, (b18 Tenant Roof”) the structural and Landlord shall be responsible for portions of the Buildingroof above the other sections of Building 18, (cii) the roof of the Buildingexcept as otherwise expressly provided in this Lease, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service all utility systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection entry into the Premises Buildings, (b) all Common Areas of localized distribution the Project, and (c) all parking areas on the Project (collectively “Landlord Components”). Tenant will provide written notice to Landlord promptly of any necessary repair or replacement or any defective condition with respect to the Premises (it being understood that Landlord Components and the Building Systems shall not include any systems that Tenant installs other items described above. All costs incurred by Landlord in connection with the Premises). Nothing contained operation, maintenance and repair costs described in this Section 7.2 7.1(a)(ii), (b) or (c) shall require Landlord be included as CAM Area Operating Expenses (subject to maintain or repair the systems within CAM Cap) to the extent such costs are incurred in the CAM Area and are not otherwise excluded from the definition of CAM Area Operating Expenses. Notwithstanding anything to the contrary contained herein, if structural components of the Premises that distribute within Buildings (other than the Premises electricity roofs or water beyond the initial point roof membranes of entry of such systems into same) are damaged by the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability performance of the “Landlord Parties” Initial Tenant Improvements, any subsequent Alteration (as defined below), hereafter defined) performed by reason of any injury to, Tenant or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due LandlordAgents, or the right to terminate this Lease acts or withhold omissions of Tenant or Tenant’s Agents (other than damage caused by a casualty not caused by them) or otherwise occasioned by (i) the installation or removal of Tenant’s trade fixtures, (ii) the installation Alterations, (iii) the installation or removal of Tenant’s furnishings, and (iv) the installation or removal of Tenant’s equipment, then Landlord shall perform all required repairs and/or replacements thereof, as the case may be, necessitated by such damage at Tenant’s sole cost and expense and Tenant shall pay Landlord the reasonable cost of such repairs and/or replacements as Additional Rent on account within thirty (30) days following receipt of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseLandlord’s statement therefor.

Landlord’s Obligations. Subject 7.1.1. Landlord shall, subject to Section 7.1 above reimbursement under Paragraph 4, maintain in good repair, reasonable wear and to Article 11 and Article 13 hereoftear excepted, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions soundness of the Buildingroof, (c) the roof foundations, and exterior walls of the Building, (d) within a reasonable period following receipt of notice of Building together with the need for repair common areas and replacement from Tenant, other equipment used in common by tenants in the exterior walls and windows of the Premises and (e) the Common AreasProject. The term “Building Systems” "exterior walls" as used herein shall mean the service systems not include windows, glass or plate glass, doors, dock bumpers or dock plates, special store fronts or office entries. Any damage caused by or repairs necessitated by any negligence or act of the BuildingTenant, including, without limitation, the entire HVAC system for the Building any contractor, employee, agent, invitee or visitor of Tenant (each, a "TENANT PARTY") may be repaired by Landlord at Landlord's option and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems Tenant's expense. Tenant shall immediately give Landlord written notice of any defect or need of repairs in such components of the Building up for which Landlord is responsible, after which Landlord shall have a reasonable opportunity and the right to enter the Premises at all reasonable times to repair same. Landlord's liability with respect to any defects, repairs, or maintenance for which Landlord is responsible under any of the provisions of this Lease shall be limited to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry cost of such systems into the Premises. Except as provided in Article 11repairs or maintenance, and there shall be no abatement of Rent, nor shall there be any rent and no liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s 's business or operations arising from the making of, or failure to make, any maintenance or of repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitationPremises, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises Building or the Project or to fixtures, appurtenances or equipment in the Building, except as otherwise expressly agreed provided in Paragraph 15. By taking possession of the Premises, Tenant accepts them "as is," as being in good order, condition and repair and the condition in which Landlord is obligated to be performed by Landlord pursuant to deliver them and suitable for the provisions Permitted Use and Tenant's intended operations in the Premises, whether or not any notice of this Leaseacceptance is given.

Landlord’s Obligations. Subject to Section 7.1 above Except as provided in Sections 8.2 and to Article 11 and Article 13 hereof8.3 below, Landlord shall maintain the Building in reasonable order and repair throughout the Lease Term, and except as expressly provided herein, Landlord shall not be liable for any failure to make all necessary any repairs or to perform any maintenance. Landlord shall at its cost and replacements of (a) the “Building Systems” that service the Premisesnot as an Operating Expense for non-routine maintenance, (b) the structural portions repair and/or replacement of the Buildingroof and the parking garage, (c) the roof including resurfacing of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up parking garage to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include extent directly caused by any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premisesconstruction defects. Except as provided in Article 11herein, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below)Landlord, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements repairs in or to any portion of the Building and/or provided, however, that Landlord shall not impair Tenant’s operations more than reasonably necessary. Notwithstanding anything to the Project. contrary herein, Landlord shall perform and construct, and Tenant hereby waives shall have no responsibility to perform or construct, any repair, maintenance or improvements (a) necessitated by the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property acts or omissions of Landlord and/or upon Rent due Landlordor any other occupant of the Building, or the right to terminate this Lease their respective agents, employees or withhold Rent on account of any contractors, (b) for which Landlord default has received reimbursement from others, (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements c) to the Premises or structural portions of the Project except as otherwise expressly agreed to be performed by Landlord pursuant Premises, (d) to the provisions heating, ventilating, air conditioning, electrical, water, sewer, and plumbing systems serving the Premises and the Building, (e) to any portion of this Leasethe Building outside of the demising walls of the Premises, or (f) any Capital Improvements. Notwithstanding the foregoing, Tenant shall pay for its share of the repairs described in (c), (d), (e) and/or (f) above if and to the extent (x) such costs are properly included in Operating Expenses or (y) such expenditures are required as a result of Tenant’s negligence or willful misconduct.

Landlord’s Obligations. Subject Except as specifically provided in this paragraph, prior to Section 7.1 above and to Article 11 and Article 13 hereof, Commencement Date Landlord shall maintain ensure that the existing Building and make Building systems are in good operating condition and repair including the foundation, structural components, exterior walls, plumbing, HVAC, sprinklers, electrical (including panels and outlets), doors (both shipping and personnel), roof structure and membrane, exterior landscaping, irrigation and lighting, and parking lot. "Good operating condition and repair" as used in this paragraph means that all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Buildingforegoing systems for which Landlord is responsible shall be fully operational and functional for use for the purposes for which such systems were intended, and there is no deferred maintenance required. Without limitation of the foregoing: (ci) the roof of the Building, membrane shall be inspected by a reputable and licensed roofing contractor or roofing inspector and repaired as necessary to put into good operating condition and repair based on such inspection; (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (eii) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building shall be inspected by a reputable and the Premiseslicensed HVAC contractor and repaired as necessary to put into good operating condition and repair based on such inspection, as evidenced by a report by such contractor; (iii) all windows shall be washed inside and out, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rentcracked or broken windows; (iv) all burned out, nor discolored or broken lightbulbs, ballasts and lenses shall there be replaced; and (v) the parking lot shall be re-sealed and striped by a reputable and licensed asphalt contractor provided, however, that Landlord shall have sixty days from the Commencement Date to complete the parking lot re-sealing and striping. The foregoing notwithstanding, Landlord shall have no obligation to perform any liability of work on the “Landlord Parties” (as defined below)HVAC, by reason of any injury toelectrical, plumbing, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from other Building systems servicing the making of, or failure Hewlett Packard Sublease space. Tenant shall be responsible to make, any maintenance or repairs, alterations or improvements in or to any ensure that Hewlett Packard leaves that portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting Premises in good condition and repair when it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasevacates.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all To the extent necessary repairs to and replacements for Tenant’s use of (a) the “Building Systems” that service the Premises, (b) Landlord shall, at its sole cost and expense, keep and maintain in good condition and repair, in good working order, and in compliance with all Legal Requirements at all times during the Term the structural portions components of the Building and the exterior of the Building (including Building windows and exterior walls, doors (including the rollup garage doors), and lighting fixtures) and roof area, the Land, the Common Area, and base Building mechanical, electrical, sound and vibration attenuation, and plumbing systems, including the HVAC systems and fire/life safety systems serving the Premises (including risers, lines, and sprinkler heads), and agrees during the Term to replace the same when necessary for Tenant’s use of the Premises, except for repairs and replacements which Tenant is required to make pursuant to this Lease and repairs and replacements resulting from Tenant’s negligent actions (subject to the waiver of subrogation provisions of Section 17.6). Landlord shall, at its sole cost and expense, also be responsible, to the extent necessary for Tenant’s use of the Premises, for termite and pest extermination in all areas of the Building, (c) the roof Common Area, and the Land other than the Premises, for regular removal of trash and debris from all areas of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean Area, and the service systems of the Building, including, without limitation, the entire HVAC system for the Building and Land other than the Premises, and also the mechanicalfor cleaning and snow removal from all sidewalks, gas, steam, electrical, sanitary, elevator, plumbingdriveways, and life-safety systems other Building and Land Common Area. Landlord shall have no obligation to provide such services with regard to the loading dock serving Tenant. Notwithstanding the foregoing, with regard to the maintenance and repair of the Building Plaza, Landlord has no direct responsibility to perform the same but shall use good-faith efforts to enforce Landlord’s legal rights against Developer with regard to the maintenance and repair of the Plaza, provided that in no event shall Landlord be obligated to pursue litigation or incur legal fees. Landlord shall also be responsible, at its sole cost and expense, for the maintenance, repair, and replacement of the mechanical components of the elevators (including control panels) when necessary for Tenant’s use of the Premises. Landlord shall not be responsible for any repairs, renovations, or maintenance with respect to any part of the Premises, except for the repair of damage caused by Landlord (subject to the waiver of subrogation provisions of Section 17.6) and the Landlord maintenance obligations specifically set forth herein. In the event a defect or need for repair to the HVAC system that has a material and immediate impact on Tenant’s ability to use the Premises, Landlord shall take prompt reasonable steps to mitigate the impact of such defect or need for repair. Landlord shall perform its obligations under this Section‌ 12.1 pursuant to applicable Legal Requirements. In further elaboration of Landlord’s obligations under this section, it can be generally described that Landlord has master control over the HVAC system up to the point of connection of localized distribution delivery beyond the VAV boxes within the Premises. Landlord shall maintain the chillers, boilers, and all air handlers (individually, “AHUs”) for the Library, including the Operations Area. Landlord shall afford Tenant reasonable and timely physical access to the Operations Area, or otherwise provide remote control access, so that Tenant can control the HVAC system to the extent that it serves the Premises. Thus Landlord shall: (i) Maintain, repair, and replace as necessary for Tenant’s use of the Premises the following components of the Building’s HVAC system: A. AHU 1 (it being understood that MAX Theater) - All of the constituent components of the HVAC system of the Building Systems shall not include any systems that Tenant installs and within the Premises, excluding Tenant’s duct work in the Premises). Nothing contained ; B. AHU 2 (ARK Theater) - All of the constituent components of the HVAC system of the Building and within the Premises, excluding Tenant’s duct work in this Section 7.2 shall require Landlord to maintain or repair the systems Premises; C. AHU 3 (1/2/3/4 Common Area) - All of the constituent components of the HVAC system of the Building and within the Premises that distribute to and including the VAV boxes, with Tenant being responsible for all components from and after the VAV boxes within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability ; D. AHU 4 (Lobby) - All of the “Landlord Parties” (as defined below), by reason constituent components of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion HVAC system of the Building and/or and within the Project. Tenant hereby waives Premises, excluding Tenant’s duct work in the benefit Premises; E. AHU 5 (Library/Operations Area) - All of any Laws granting it the right to make repairs at Landlordconstituent components of the HVAC system; and F. AHU 6 (Scene Shop) - All of the constituent components of the HVAC system of the Building and within the Premises, excluding Tenant’s expense, to place a lien upon duct work in the property Premises. (ii) Clean the exterior glass/glazing on the perimeter of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or on a semiannual basis, with Tenant responsible for the Project except interior surface thereof. Landlord shall endeavor to coordinate such cleaning with Tenant, both as otherwise expressly agreed to when the same is to be performed by Landlord pursuant to undertaken and the provisions method of this Leaseundertaking such task.

Landlord’s Obligations. Subject to Section 7.1 above Landlord shall, at its sole cost and to Article 11 expense, keep in good order, condition and Article 13 hereofrepair, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the BuildingPremises which shall be limited to the roof, the exterior walls, the foundation and interior structural portions (c) e.g., support beams, etc.). The term "walls" as used in the roof preceding sentence shall not include windows, glass or plate glass, interior doors, special entries, exterior doors, or any other item mentioned in Section 9.1 as being an obligation of Tenant. Landlord represents and warrants that all structural portions of the BuildingPremises are free of defects and have been constructed in accordance with plans and specifications previously submitted to Tenant. In addition, (d) within Landlord represents and warrants that all non-structural portions of the Premises constructed by the Landlord prior to the entry of the Tenant on the Premises for the purpose of constructing the Tenant Improvements are in good working order. In the event that such structural portions are not free of defects, or such non- structural portions are not in good working order, of if Landlord fails to keep the structural portions of the premises free of defect, then Tenant may perform such obligations on Landlord's behalf, and the cost thereof shall be charged against the rent due under the Lease. Landlord shall have no obligation to make repairs under this Section 9.2 until a reasonable period following time after receipt of written notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areassuch repairs. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require If Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord fails to perform any repairsof its repair and maintenance obligations under this Section 9.2 or otherwise as required in this Lease, alterations or improvements and such failure materially affects Tenant's ability to use and occupy the Premises or for the Project except as otherwise expressly agreed purposes permitted herein, Tenant shall have the right, but not the obligation, to perform such repairs and/or maintenance if such failure continues for more than thirty (30) days after written notice from the Tenant; provided, however, that if the nature of the repairs and/or maintenance to be performed completed by Landlord pursuant is such that more than thirty (30) days are required to complete such repairs and/or maintenance, Landlord shall have such additional time as is reasonably necessary to complete such repairs and/or maintenance so long as Landlord takes appropriate action to commence such repairs and/or maintenance within such thirty (30) day period and thereafter diligently pursues such repairs and/or maintenance to completion. In such event, Landlord shall reimburse Tenant for the provisions reasonable costs incurred by Tenant to complete such repairs and/or maintenance within thirty (30) days after receipt of this LeaseTenant's written demand therefor, together with copies of the paid invoices evidencing the costs incurred by Tenant. Any repairs and/or maintenance permitted herein shall be performed in a good workmanlike manner by licensed contractors.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereofProvided Tenant is not in default hereunder, Landlord shall as a part of Expenses make available to the Premises during the Building's normal business hours as set forth in Rule 17 of the Rules and Regulations described in Article 36 hereof, such amounts of air conditioning, heating and ventilation as may be required in Landlord's reasonable judgment for the comfortable use of the Premises, as well as elevator service, reasonable amounts of electric current for normal lighting by Building Standard overhead fixtures and for fractional horsepower office machines, and water for lavatory and drinking purposes. "Building Standard" fixtures and equipment are as described in Schedule A to EXHIBIT C attached hereto or, in absence thereof, as installed in the typical common corridor. Landlord shall as a part of Expenses replace Building Standard light bulbs, tubes and ballasts which need replacing due to normal use. Landlord shall also as a part of Expenses maintain and make all necessary keep lighted the common stairs, entries and toilet rooms in the Building and shall provide trash removal, janitorial service and window washing customary for similar buildings in the same geographical area. Except to the extent caused by Landlord's negligence, Landlord shall not be in default hereunder or liable for any damages directly or indirectly resulting from, nor shall the Rent be abated (except as otherwise expressly provided for herein) or shall there be deemed a constructive or other eviction of Tenant by reason of (i) the installation, use or interruption of use of any equipment in connection with the furnishing of any of the foregoing utilities and services, (ii) failure to furnish, or delay in furnishing, any such utilities or services when such failure or delay is caused by acts of God, acts of government, labor disturbances of any kind, or other conditions beyond the reasonable control of Landlord, or by the making of repairs or improvements to and replacements the Premises or any part of the Project, or (iii) governmental limitation, curtailment, rationing or restriction on use of water, electricity or any other service or utility whatsoever serving the Premises, Building or Common Area. If (a) Landlord fails to provide any utility Landlord is required to provide Tenant under the “Building Systems” that service provisions of this Section 12.1 (except where such failure is the Premisesresult of casualty damage to, or a condemnation of, all or a part of the Building), and (b) the structural portions of the Buildingsuch failure is attributable to Landlord, or its agents, employees or contractors, and (c) the roof such failure constitutes a material interference with Tenant's use and occupancy of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that d) Tenant installs has notified Landlord in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry writing of such systems into failure ("Utility Interruption Notice"), then if such interruption continues for five (5) consecutive days after Landlord has received the Premises. Except as provided in Article 11Utility Interruption Notice, there then the Basic Rent shall be no abatement wholly abated commencing upon said fifth (5th) day and continuing until such utility is restored and (ii) if such interruption continues for a period of Rentforty-five (45) consecutive days after Landlord has received the Utility Interruption Notice, nor then Tenant shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or have the right to terminate this Lease by providing Landlord ten (10) days' written notice thereof, which notice must be given after the expiration of the said forty-five (45) day period and received by Landlord prior to the date such utility is restored. Landlord shall be entitled to cooperate with the energy conservation efforts of governmental agencies or withhold Rent on account of any Landlord default (including without limitation, the utility suppliers. The failure of Landlord to make repairs). No provision provide such services if consistent with the foregoing shall not constitute a constructive or other eviction of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseTenant.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain maintain, repair and make all replace as necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure, exterior walls, columns, beams and shafts (cincluding elevator shafts) (collectively, “Building Structure”) at its sole cost and expense. Landlord shall also maintain, repair and replace as necessary the roof parking areas, sidewalks and access roads (including snow and ice removal), landscaping, fountains, waterfalls, exterior Project signage, exterior glass and mullions, stairs and stairwells, elevator cabs and equipment, plazas, art work, sculptures, men’s and women’s washrooms, Building mechanical, electrical and telephone closets, and all common and public areas and the Building security, mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems (collectively, the “Building Systems”) and all other Common Areas within the Project, and the cost of the Buildingsuch maintenance and repair shall be included in Operating Expenses. In addition, as requested by Tenant and as Landlord reasonably deems necessary, Landlord shall maintain, repair and replace all damaged, broken, or worn fixtures, floor covering, mechanical and electrical systems and appurtenances (dincluding without limitation light fixtures, light bulbs and fans) within a the Premises (subject to the provisions of Article 27 regarding Landlord’s access to the Premises), excepting any Alterations (as defined in Article 8) or personal property within the Premises, and excluding damage caused by Tenant (other than ordinary wear and tear and damage covered by insurance, to the extent of such coverage) and shall include the costs thereof in Operating Expenses. Landlord shall undertake reasonable period following receipt of notice efforts to perform all maintenance, repairs and replacements pursuant to this Section 7.1 promptly after Landlord learns of the need for repair such maintenance, repairs and replacements, but in any event within thirty (30) days after Tenant provides written notice to Landlord of the need for such maintenance, repairs and replacements; provided, however, that in cases of “Emergency” (i.e., circumstances which, if not addressed promptly, could result in material damage to persons and property, and/or damage or destruction to or of a structural component or any electrical, plumbing, mechanical or telecommunications systems in or providing service to the Building which materially impairs Tenant’s ability to utilize the Premises as intended for more than twenty-four (24) consecutive hours or more than twenty-four (24) hours within any five (5) day period), Landlord shall perform any maintenance, repairs and replacements as soon as reasonably practicable after it learns of the need for such maintenance, repairs and replacements. Notwithstanding anything herein to the contrary, subject to Section 5.7(d), Tenant shall reimburse Landlord as Additional Rent, within thirty (30) days after receipt of Landlord’s invoice, for seventy percent (70%) of all costs paid to third parties associated with the repair, maintenance and replacement from Tenantof the air handlers and chillers which service the Lab Areas (as defined in Section 6.1.1, the exterior walls and windows above) of the Premises and such costs shall thereafter not be included in the calculation of Operating Expenses. Notwithstanding the foregoing, with respect to all costs for replacements of the air handlers and chillers (eor components thereof) which service the Lab Area that are capital in nature under generally accepted accounting principles, at Tenant’s option, to be exercised within thirty (30) days after receipt of Landlord’s first invoice for such costs, in lieu of reimbursing Landlord within thirty (30) days, such costs shall be amortized (with interest at ten percent (10%) per annum) over the lesser of (i) the Common Areas. The term “Building Systems” shall mean the service systems remaining Term of the BuildingLease, includingor (ii) the useful life of the item being replaced, without limitationand Tenant shall pay Landlord, as Additional Rent, on a monthly basis, the entire HVAC system for amortized portion and interest applicable thereto. In the Building event that Tenant is dissatisfied with the quality or cost of repairs, maintenance and/or replacement of the air handlers and chillers which service the PremisesLab Areas, then upon thirty (30) days advance written notice to Landlord, Tenant may elect to repair, maintain and replace said air handlers and chillers, in which case, Tenant shall provide Landlord with a copy of any maintenance contract(s), and also the mechanicalall invoices, gasreceipts, steamstatements, electricalguaranties and warranties for such repair, sanitary, elevator, plumbingmaintenance or replacement, and life-safety systems Landlord shall reimburse Tenant, within thirty (30) days after receipt of Tenant’s invoice for thirty percent (30%) of all costs paid to third parties associated with the Building up repair, maintenance and replacement of said air handlers and chillers, provided that the cost to Landlord shall in no event exceed the amount which would have been payable by Landlord if Landlord had retained responsibility for such work. Notwithstanding anything to the point of connection of localized distribution to contrary set forth in this Section 7.1, in the Premises (it being understood that the Building Systems shall not include any systems event that Tenant installs in a new cooling and ventilation system(s) for the Premisesreconfigured lab areas pursuant to Section 5.7(d). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there Tenant shall be required to maintain, repair and replace said cooling and ventilation system(s), at Tenant’s sole cost and expense. Provided, that Tenant has properly maintained and repaired the cooling and ventilation system(s) in good order and repair during the Lease Term (including any extensions thereof), Tenant shall have no abatement of Rent, nor shall there be any liability obligation to remove said cooling and ventilation system(s) at the termination or earlier expiration of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to the provisions of Section 7.1 above and to 6.04(a), Article 11 Seven (Damage or Destruction) and Article 13 hereofEight (Condemnation), Landlord, at Landlord’s sole expense and not as a charge to Tenant for maintenance, shall keep the following in good order, condition and repair: the foundations, structural portions, exterior walls and roof of the Property and all components of the electrical, mechanical, plumbing, heating and air conditioning systems and facilities located up to or underneath the Property. However, Landlord shall not be obligated to maintain and or repair windows, doors, plate glass or the interior surfaces of exterior walls. Landlord shall make all necessary repairs to and replacements of under this Section 6.03 within thirty (a30) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following days after receipt of written notice from Tenant of the need for repair such repairs. It is the intention of Landlord and replacement from Tenant, Tenant that at all times Landlord shall maintain the exterior walls and windows portions of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Property which Landlord is obligated to maintain or repair in an attractive, first-class and fully operative condition. In the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11event Landlord fails to perform any terms, there shall be no abatement of Rentcovenants, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury toconditions, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate warranties under this Lease or withhold under applicable law, Tenant shall receive one (1) day of rent abatement for each day such non-performance or non-compliance exists after written notice of non-performance or non-compliance from Tenant to Landlord. Additional Rent on account shall also be abated during such period of any rent abatement. In the event Landlord default (including without limitation, the failure of Landlord fails to make repairs). No provision of this Lease shall be construed as obligating Landlord commence to perform any terms, covenants, conditions, or warranties under this Lease or under applicable law, within thirty (30) days after written notice from Tenant to Landlord and Landlord’s lender, or Landlord thereafter fails to diligently pursue performance of any terms, covenants, conditions or warranties under this Lease or under applicable law, then Tenant shall have the right, but not the obligation to make the necessary and applicable repairs, alterations or improvements to take the Premises necessary appropriate action, on behalf of Landlord, and Landlord shall credit Tenant’s Base Rent for the reasonable cost of such repairs or action. In the Project except as otherwise expressly agreed event of an emergency (any event that in Tenant’s reasonable opinion poses a potential threat to life and/or property), or in the event that Landlord shall fail to perform any of Landlord’s responsibilities within the period set forth above, then Tenant shall have the right, but not the obligation to make the necessary and appropriate repairs, or to take the necessary appropriate action, on behalf of Landlord, and Landlord shall promptly reimburse Tenant the reasonable cost of such repairs or action. If Landlord shall fail to fully reimburse Tenant for such costs, Tenant may, but shall not be performed by Landlord pursuant required to deduct such amounts from any amounts owing or to become due, together with interest at the provisions rate of this Leaseten percent (10%) per annum.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service in a first-class operating condition including the Premises, (b) the structural portions common areas of the Building, (c) the Building's roof structure and landscaped areas, and the plumbing, ventilation, HVAC and electrical systems serving the Premises. Landlord shall be obligated to keep and maintain the common areas of the Building, and the systems and facilities serving the Premises, in good working order and shall make all repairs as and when needed in or about the common areas, except for those repairs for which Tenant is responsible pursuant to any of the provisions of this Lease. Unless resulting from the negligence or willful misconduct of Landlord, Tenant waives all claims against Landlord for damage to person or property arising for any reason. Unless resulting from the gross negligence or willful misconduct of Landlord, Landlord shall not be liable for any damage to Tenant's property caused by (a) water from bursting or leaking pipes or waste-water about the Property; (b) from an intentional or negligent act of any other tenant or occupant of the Building or the Property; (c) fire, hurricane or other acts of God; or (d) within a reasonable period following receipt of notice of the need for repair and replacement from riots or vandals; all such risks shall be assumed by Tenant. Landlord shall not be required to furnish any services or facilities to, the exterior walls and windows or to make any repairs to or replacements or alterations of the Premises where necessitated due to the fault of Tenant, its officers, agents, invitees and (e) the Common Areasemployees. The term “Building Systems” shall mean the service systems Additionally, Tenant waives any and all claims of any kind, nature or description against Landlord, arising out of the Building, failure of Landlord from time to time to furnish any of the services requested to be furnished hereunder including, without limitation, the entire HVAC system for the Building and the Premisesair conditioning, heat, electricity, elevator service, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaserestroom facilities.

Landlord’s Obligations. Subject Landlord shall comply with, and shall pay all costs incurred in complying with, any Environmental Law then in effect with respect to, and the environmental state, condition and quality of, the Land and the Building, including the performance of and payment for any Environmental Cleanup Work and the preparation of any closure or other required plans, excluding, however, any costs related to Section 7.1 above and Hazardous Substances on the Land established to Article 11 and Article 13 hereofhave been caused directly by Tenant's use of the Premises or the Building. Notwithstanding any other provision of this Lease, Landlord shall maintain and make hereby does agree to indemnify, protect, defend and hold harmless Tenant and its partners, directors, officers, employees, shareholders, agents, contractors and each of their respective successors and assigns from and against any and all necessary repairs to claims, judgments, damages, penalties, fines, taxes, costs, liabilities, losses and replacements expenses arising at any time during or after the term of this Lease as a result of or in connection with: (ai) the “Building Systems” that service the Premises, (b) the structural portions Landlord's breach of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing covenant contained in this Section 7.2 shall require Landlord to maintain 25.3 or repair (ii) the systems within presence of Hazardous Substances on, under or about the Premises that distribute within Land which are not the Premises electricity direct result of Tenant's activities on or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed Building. In the event of Landlord's breach of any covenant contained in this Section 25.3, and such breach, in Tenant's reasonable judgment, is material or may adversely affect the health or safety of Tenant's employees or business invitees, Tenant shall have the right, in addition to all other remedies provided herein, to (i) terminate this Lease upon ninety (90) days' prior written notice to Landlord (which notice shall be performed rendered null and void if, within such 90-day period, Landlord cures such breach), or (ii) immediately cease operations within the Premises and have the base rent and any other charges payable by Tenant hereunder fully abated until Landlord pursuant to has fully cured such breach. Landlord's indemnities provided under this Section 25.3 shall survive the provisions expiration or earlier termination of this Lease.

Landlord’s Obligations. Subject to the remainder of this Section 7.1 above 9 and all provisions in this Lease relating to Article 11 and Article 13 hereofdamage, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows destruction or condemnation of the Premises and to Tenant's indemnification of Landlord, Landlord shall maintain, repair and keep in at least the same condition as of the Effective Date (eordinary wear and tear excepted) the Common Areasfoundation, the roof, any roof coverings, and exterior walls (excluding the interior and exterior finish surfaces of exterior walls, windows, window frames and doors) of any building on the Premises. The term “Building Systems” If Landlord shall mean be called upon to make any such repairs occasioned by the service systems negligent act or omission of Tenant, its employees, agents, servants, customers and other invitees, the entire cost of such repair shall be borne by Tenant. Except as provided above, it is intended by the Parties hereto that Landlord have no obligation, in any manner whatsoever, to repair and maintain the Premises, or the equipment therein, all of which obligations are intended to be that of Tenant. It is the intention of the BuildingParties that the terms of this Lease govern the respective obligations of the Parties as to maintenance and repair of the Premises, and they expressly waive the benefit of any statute now or hereafter in effect to the extent it is inconsistent with the terms of this Lease. Landlord shall use reasonable efforts to cause any necessary repairs to be made promptly; provided, however, that Landlord shall have no liability whatsoever for any delays in causing such repairs to be made, including, without limitation, the entire HVAC system any liability for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems injury to or loss of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of RentTenant's business, nor shall there be any liability delays entitle Tenant to any abatement of the “Landlord Parties” (as defined below), by reason of any injury toRent or damages, or damage suffered by Tenant, including without limitation, any inconvenience to, be deemed an eviction of Tenant in whole or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion part. The performance of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease 's obligations hereunder shall be construed as obligating Landlord subject to perform any repairs, alterations or improvements delays attributable to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseforce majeure.

Landlord’s Obligations. Subject to Section 7.1 above The Landlord (for so long as and to Article 11 and Article 13 hereof, the extent that the Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service has an insurable interest in the Premises, (b) hereby covenants with the structural portions Tenant as follows: 6.1.1 Save to the extent that any insurance shall be vitiated by any act neglect default or omission of the Building, Tenant or any sub-tenant or their respective servants agents licensees or invitees the Landlord will insure or cause to be insured the Premises against loss or damage by the Insured Risks in a sum equal to the likely cost of completely rebuilding reinstating and replacing the same (ctaking into account estimated increases in building costs) together with the roof cost of demolition shoring hoarding and removal of debris and a proper -------------------------------------------------------------------------------- 34 provision for professional fees in respect of rebuilding and reinstating together in each case with VAT and against Loss of Rent 6.1.2 If reasonably so required by the Tenant (and upon payment of a reasonable fee for dealing with each request other than the first in each year) to produce to the Tenant from time to time reasonable evidence of the Building, (d) within a reasonable period following receipt of notice terms of the need for repair and replacement from Tenant, the exterior walls and windows Landlord's policy of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building insurance and the Premises, fact that the policy is subsisting and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems in effect 6.1.3 In case of the Building up to the point of connection of localized distribution damage or destruction to the Premises by any of the Insured Risks to expend when lawful so to do all monies received by the Landlord (it being understood that other than in respect of rent and fees) under the Building Systems Landlord's insurance in or towards reinstating such damage or destruction so far as practicable but if reinstatement as aforesaid shall not include any systems be permitted or possible or shall be frustrated the insurance monies shall belong to the Landlord absolutely provided always that Tenant installs in such circumstances the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain may at its option replace the building or repair the systems buildings originally comprised within the Premises that distribute within by a building or buildings generally similar in concept thereto and (having regard to the Premises electricity or water beyond the initial point then principles of entry good estate planning) of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements a similar order and size and being in or to any portion of about the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, same position or the right to terminate this Lease positions as its or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations their predecessor or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.predecessors

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of keep the Project (a) excluding the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows interior of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems space leased to other occupants of the BuildingProject) in good condition and repair. If plumbing pipes, includingelectrical wiring, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain ducts or repair the systems vents within the Premises that distribute are in need of repair, Tenant shall immediately notify Landlord, and Landlord shall cause the repairs to be completed within a reasonable time, and Tenant shall immediately pay the Premises electricity or water beyond entire cost of the initial point of entry of such systems into the Premisesrepairs to Landlord. Except as provided in Article 11Section 9.3, there shall be no abatement of Rent, nor shall there be any rent or liability of the “Landlord Parties” (as defined below), by reason to Tenant on account of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, with Tenant’s business or operations arising from the making of, or failure with respect to make, any maintenance or repairsimprovements, alterations or improvements in repairs made by Landlord to the Project or to any portion of the Building and/or the Projectpart thereof. Tenant hereby expressly waives the benefit benefits of any Laws granting it statute now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, expense or the right to terminate this Lease or withhold Rent on account because of Landlord’s failure to keep the Project in good order, condition and repair but only to the extent the provisions of any Landlord default (including without limitation, such statute conflict with the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the terms and provisions of this Lease; provided, however, nothing in this Section 7 shall be deemed to be a waiver of Tenant’s right to a claim of constructive eviction. Landlord shall use best efforts to respond promptly (given the nature of the necessary repair) following Tenant’s written notice. In the event Landlord fails to undertake and diligently pursue any repair to the Premises required by this Section 7.1 within a reasonable period of time given the nature of the repair, Tenant shall have the right, following thirty (30) days prior written notice to Landlord and a reasonable opportunity for Landlord to respond, or without notice in the event of an emergency (which such emergency situations shall include a situation which has an immediate and material impact on Tenant’s ability to work in the Premises), to make any such repairs in accordance with Section 7.3 of the Lease. Landlord shall reimburse Tenant for the reasonable cost of making any such repair pursuant to the immediately preceding sentence within thirty (30) days following Landlord’s receipt of an invoice therefore. Tenant shall have no right to set-off any sums incurred by Tenant pursuant to this Section 7.1 nor shall Tenant be entitled to any abatement of rent except as specifically provided otherwise in this Lease.

Landlord’s Obligations. Subject Anything contained in this Sublease or in the Prime Lease to Section 7.1 above and to Article 11 and Article 13 hereofthe contrary notwithstanding, Landlord shall maintain have no responsibility to Tenant for, and make all necessary repairs shall not be required to and replacements of (a) the “Building Systems” that service the Premisesprovide, (b) the structural portions any of the Building, (c) the roof services or make any of the Buildingrepairs or restorations that Prime Landlord has agreed to make or provide, or cause to be made or provided, under the Prime Lease (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, those set forth in Sections 3.1 [Landlord's Work], 19.3 [Landlord's Services], 4 of the entire HVAC system First Amendment [Preparation of Premises] thereof), and Tenant shall rely upon, and look solely to, Prime Landlord for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems provision or making thereof. If Prime Landlord shall not include any systems that Tenant installs default in the Premises). Nothing contained in this Section 7.2 performance of any of its obligations under the Prime Lease, or if Tenant wishes to file a protest or to dispute any matter or thing, Landlord has the right to protest or dispute as tenant under the Prime Lease, then Tenant shall require advise Landlord of such protest or dispute (together with all material facts and circumstances pertaining thereto) and Landlord shall make demand on Prime Landlord and shall employ all reasonable efforts to cause Prime Landlord to maintain cure such default or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of resolve such systems into the Premisesdispute. Except as provided may result from a default of Landlord from its obligations specified in Article 11the preceding sentence, there Tenant shall be no abatement of Rentnot make any claim against Landlord for any damage which may arise, nor shall there Tenant's obligations hereunder be any liability of the “Landlord Parties” (as defined below), impaired or abated by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, i) the failure of Prime Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to keep, observe or perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord its obligations pursuant to the provisions Prime Lease, or (ii) the acts or omissions of this LeasePrime Landlord and each of its agents, contractors, servants, employees, invitees or licensees.

Landlord’s Obligations. Subject to Section the provisions of Paragraph 2.2 (Condition), 4.2 (Common Area Operating Expenses), 6 (Use), 7.1 above (Tenant's Obligations), 9 (Damage or Destruction) and 14 (Condemnation), Landlord, subject to Article 11 reimbursement pursuant to Paragraph 4.2, shall keep in good order, condition and Article 13 hereofrepair the foundations, exterior surface of exterior walls, structural condition of interior load bearing walls, and exterior roof, fire hydrants, parking lots, walkways, parkways, driveways, landscaping, fences, signs and utility systems serving the Common Areas and all parts thereof, as well as providing the services for which there is a Common Area Operating Expense pursuant to Paragraph 4.2; provided, however, Landlord shall maintain and make all necessary repairs have no obligation to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions repair any damage caused by Tenant or any member of the Building, (c) the roof Tenant Group. If any damage is caused by Tenant or any member of the BuildingTenant Group, (d) within a reasonable period following receipt of notice of Tenant shall either perform the need for necessary repair and replacement from Tenantwork or shall pay Landlord the cost thereof in advance, as Landlord may elect. Landlord shall not be obligated to paint the exterior or interior surfaces of exterior walls and windows nor shall Landlord be obligated to maintain, repair or replace windows, doors or plate glass of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby expressly waives the benefit of any Laws granting it statute now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense or the right to terminate this Lease because of Landlord's failure to keep the Building, Industrial Center or withhold Rent on account of any Landlord default (including without limitationCommon Areas in good order, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasecondition and repair.

Landlord’s Obligations. Subject to Section 7.1 above the provisions of paragraph 4.2 (Operating Expenses), 6 (Use), 7.2 (Tenant's Obligations) 7.5, (Condition of Premises Upon Termination) and 9 (Damage or Destruction) and except for damage caused by any negligent or intentional act or omission of Tenant, Tenant's employees, suppliers, shippers, customers, or invitees, in which event Tenant shall repair the damage, Landlord, at Landlord's expense, subject to Article 11 reimbursement pursuant to paragraph 4.2, shall keep in good condition and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of repair the (a) the “Building Systems” that service the Premisesfoundations, (b) the structural portions of the Buildingexterior walls, (c) the roof structural condition of the Buildinginterior (i) bearing walls, (ii) structural columns, (iii) structural beams and (iv) Existing Mezzanine, (d) within roof (including roof membrane) of the Premises, and (e) parking lots, walkways, driveways, landscaping, fences, signs and utility installations of the Common Areas and all parts thereof. Landlord shall not, however, be obligated to paint the exterior or interior surface of exterior walls, nor shall Landlord be required to maintain, repair or replace windows, doors or plate glass of the Premises, or to maintain or repair anything required to be maintained by Tenant under paragraph 7.2. Landlord shall have no obligation to make repairs under this paragraph 7.1 until a reasonable period following time after receipt of written notice from Tenant of the need for repair and replacement from such repairs. Without limiting Tenant's self-help rights under Paragraph 59, below, Tenant expressly waives the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason benefits of any injury to, statute now or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements hereafter in or to any portion of the Building and/or the Project. effect which would otherwise afford Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense or the right to terminate this Lease because of Landlord's failure to keep the Premises in good order, condition and repair. Landlord shall not be liable for damages or withhold Rent on account loss of any Landlord default (including without limitationkind or nature by reason of Landlord's failure to furnish any Common Area services when such failure is caused by accident, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any breakage, repairs, alterations strikes, lockout, or improvements other labor disturbances or disputes of any character or by any other cause beyond the reasonable control of Landlord. In the event Landlord's failure to furnish any Common Area services is due to causes beyond the Premises or reasonable control of Landlord, Landlord will use reasonable efforts to reinstate those services as soon as reasonably possible given the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasecircumstances.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) Landlord (subject to recoupment to the “Building Systems” that service extent permitted under Article 6 hereof), shall maintain the Premises, Complex (b) including all Complex Common Areas and the structural portions components of the Building, including roof, downspouts, roof structure, foundation, footings, exterior walls, load bearing walls within and outside of the Premises, exterior glass (including the windows bounding the Premises), exterior drainage systems, all exterior walkways and Common Areas, landscaped areas surrounding the Building, private roads and other avenues of ingress and egress) in good working order and condition, reasonable wear and tear and damage by casualty excepted, and shall make such repairs and replacements, as and when needed in or to the Building, Building Common Areas or Building Systems, except for (i) those repairs for which Tenant is responsible pursuant to any other provision of this Lease, including but not limited to Section 10.01 above, or (ii) repairs to Tenant's Property; provided, however, that Landlord shall have no obligation or liability for repairs hereunder until receipt of written notice from Tenant specifying the repairs required, except in the case of emergencies where notice may be by telephone (or otherwise orally by a duly authorized officer) to Landlord's property manager, thereafter followed by a written notice. (b) Tenant shall be required to reimburse Landlord, within thirty (30) days after receipt of a ▇▇▇▇ therefor as Additional Rent for the cost of repairing the following: (i) except to the extent covered by Landlord's insurance, any structural repairs or replacements necessitated or occasioned by the negligence or willful misconduct of Tenant, or any of its servants, employees, contractors, agents, guests, invitees or licensees; or (ii) unless covered by Landlord's insurance, the proceeds of which actually become available to Landlord, any structural repairs or replacements resulting from the particular manner of use or occupancy of the Premises by Tenant or any such person (as distinct from the use permitted by Section 5.01); or (iii) unless covered by Landlord's insurance, the proceeds of which actually become available to Landlord, any structural repairs or replacements necessitated or occasioned by or resulting from Tenant's Alterations; or (iv) unless covered by Landlord's insurance, the proceeds of which actually become available to Landlord, any repairs made to the distribution portions of the Building Systems located exclusively within the Premises if such repairs are necessitated by the negligence or willful misconduct of Tenant, or any of its servants, employees, contractors, agents, guests, invitees or licensees. (c) If Landlord shall materially default in the roof performance of Landlord's maintenance and repair obligations hereunder solely relating to the Premises or those portions of the Complex Common Areas, Building Systems, or Building elevators required for Tenant to use and occupy the Premises in accordance with this Lease, and such default renders the Premises untenantable for Tenant's business operations (an "Essential Services Default"), and such Essential Services Default shall not be cured within five (5) days after receipt of written notice thereof from Tenant (provided, however, that no such notice shall be required in the case of emergency), or, in the case of an Essential Services Default which cannot with due diligence be cured within a period of five (5) days, such longer period as may be reasonably necessary so long as Landlord duly institutes such cure and diligently prosecutes same to completion within an additional five (5) days, then, if same remains uncured, Tenant, shall have the option of reasonably curing such default and, if such default involves the expenditure of money, Landlord shall reimburse Tenant for Tenant's reasonable, out-of-pocket third party costs and expenses (plus interest thereon at the Default Rate) reasonably incurred to cure such Essential Services Default within thirty (30) days after Tenant's delivery of paid invoices therefor. If Landlord fails to reimburse Tenant within the foregoing time period, then Tenant shall have the right to offset against Fixed Rent next becoming due and payable such costs and expenses (including interest thereon at the Default Rate) until the total amount of such sums due Tenant has been recaptured by Tenant through such offset. (d) In the event of any material service disruption in any or all of the Premises for HVAC, electricity, life safety and Building envelope (collectively, "Essential Premises Services"), Landlord shall have twenty four (24) hours from receipt of Tenant's notice to address and commence curing same. Tenant, at Tenant's option, shall have the right to immediately commence remedying any Essential Premises Services that actually and materially disrupt Tenant's mission critical business operations including any television production capabilities. Landlord shall reimburse Tenant for the reasonable, third party costs Tenant incurs for remedying Essential Premises Services disruption and repairs, should said disruption be due to Landlord's negligent or wrongful actions or inactions as the case may be. If Landlord fails to reimburse Tenant for any such costs, Tenant shall be entitled to the same reimbursement and offset rights set forth in subsection (c) above. (e) Landlord hereby represents to Tenant, as of the date hereof, that the Building has been constructed, and designed in a first-class manner and in compliance with all Requirements that existed at the time of the design and construction of the Building, (d) within a reasonable period following receipt of notice of and that the need for repair Building and replacement from Tenant, the exterior walls and windows of the Premises will be suitable for the uses permitted by this Lease. Landlord shall be fully responsible, at its sole cost and expense (e) which will not be included as Complex Operating Expenses), for making all alterations and repairs to the Common Areas. The term “Building Systems” shall mean and the service systems Premises for 37 structural or latent defects necessitated by the failure of Landlord or its contractor or designer to comply with all Requirements in effect at the time of design and construction of the Building, including, without limitation, or from any such party's utilization of asbestos or waste considered Hazardous Substances by the entire HVAC system for construction industry at the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems time of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseutilization.

Landlord’s Obligations. Subject Provided the Tenant complies with its obligations at clause 6.2 hereof the Landlord hereby covenants with the Tenant to Section 7.1 above pay the insurance premiums under the Head Lease and as soon as reasonably practical after it becomes aware to notify the Tenant of any change in the Insured Risks covered by the policy from time to time and: 6.1.1 if reasonably so required by the Tenant to produce to the Tenant from time to time such evidence of the terms of the policy of insurance and the fact that the policy is subsisting and in effect as the Landlord shall be entitled to request from the Superior Landlord and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) procure that the “Building Systems” that service the Premises, (b) the structural portions interest of the Building, (c) Tenant is noted or endorsed on the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of policy 6.1.2 in case the Premises and (e) or any part thereof or the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, Parts or the right Apparatus or any part or parts thereof shall at any time during the Term be destroyed ordamaged by a Insured Risk so as to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to render the Premises or the Project except Common Parts or the Apparatus unfit for occupation and use by the Tenant and the policy or policies of insurance effected by the Superior Landlord under the Head Lease or the Landlord under the Lease shall not have been vitiated or payment of the policy monies refused in whole or in part in consequence of any act or omission of the Tenant or its servants agents licensees or invitees then the Rent the proportion of the Estate Service Charge and the proportion of the Phase Service Charge payable by the Tenant under this lease or a fair proportion thereof according to the nature and extent of the damage sustained shall be forthwith suspended until the Premises Common Parts or Apparatus shall be rendered fit for occupation and use or until the expiration of three years from the date of damage or destruction whichever be the sooner and any dispute as otherwise expressly agreed to the amount to be performed by Landlord pursuant suspended shall be referred to arbitration in accordance with the provisions of the Arbitration Acts 1996 or any statutory modifications or re-enactment thereof for the time being in force 6.1.3 if upon the expiry of a period of three years commencing on the date of the damage or destruction to the Premises, Common Parts or Apparatus have not been rebuilt or reinstated and the Premises rendered fit for the Tenant's occupation and use the Tenant may on serving notice at any time within six months of the expiry of such period bring this Lease.Lease to an end and upon service of this notice this Lease will immediately come to an end without prejudice to any rights or remedies that may have accrued to each party against the other

Landlord’s Obligations. Subject to Except as provided in Section 7.1 above 8.6, Landlord, at Landlord’s sole cost and to Article 11 expense, will keep and Article 13 hereofmaintain the following portions of the Premises in good order, Landlord shall maintain condition and make all necessary repairs to repair, reasonable wear and replacements of (a) tear excepted, the “Building Systems” that service the Premises, (b) the structural following portions of the Building: the structural integrity of the footings, (c) the roof foundation, exterior walls, roof, load bearing walls, columns, masonry walls and other structural elements of the Building. Tenant will cooperate with Landlord to facilitate the performance of Landlord’s obligations under this Section 7.1, including any entry by Landlord into all or any portion of the Premises, upon reasonable prior notice to Tenant in accordance with Section 9.1. Landlord’s repair and maintenance obligations under this Section 7.1 are subject to the provisions of Articles 11 and 12 of this Lease regarding any Casualty or Taking. All repairs and replacements performed by Landlord pursuant to this Section 7.1 must be in accordance with all Laws applicable to the performance of such repairs and replacements and shall be good quality and workmanship. In connection with the performance of such repairs and maintenance hereunder, Landlord shall use commercially reasonable efforts to minimize the disruption and interference to Tenant’s and Tenant’s Parties’ business. Notwithstanding anything to the contrary set forth herein, (da) within a reasonable period following receipt of notice Landlord shall have no obligation pursuant to this Section 7.1 to make any repair to the Building or maintain any portion of the need for repair and replacement from Tenant, Building in connection with the exterior walls and windows construction of the Premises and Initial Improvements (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for any seismic or structural upgrades or ADA improvements or renovations), (b) Tenant shall make all repairs to the Building that are required by applicable Laws and governmental authorities to be performed by Tenant in connection with the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems construction of the Building up to the point of connection of localized distribution to the Premises Initial Improvements (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11including, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience toseismic or structural upgrades or ADA improvements or renovations), or interference with, Tenant’s business or operations arising from the making of, or failure (c) Landlord shall have no obligation to make, perform any maintenance or repairs, alterations or improvements in or to any portion of repair obligations until after the Building and/or the Project. Initial Improvements are completed and Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to is conducting business from the Premises or for the Project except as otherwise expressly agreed to be performed by Landlord pursuant to Permitted Use (the provisions of this Lease“Opening Date”) and (d) Tenant shall maintain and repair the Premises during the period commencing on the Commencement Date and ending on the Opening Date.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) maintain and repair (or shall cause the “Building Systems” that service performance of maintenance and repair of) the PremisesLandlord Repair Items (defined below) in good condition and repair, reasonable wear and tear excepted and (b) the structural portions of the Building, (c) shall retain a third party roof inspector to inspect the roof of the BuildingBuilding and report to Landlord thereon. As used herein, the term "LANDLORD REPAIR ITEMS" shall mean only (di) within a reasonable period following receipt of notice the structural and exterior portions of the need for repair Building (including the roof, foundation and replacement from Tenant, the structural soundness of the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building), including(ii) the roof membrane, without limitation, the entire HVAC system for the Building and (iii) painting of the Premises, and also (iv) the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises Shared Fire Pump Station (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), and the term "walls" as used herein shall not include windows, glass or plate glass, doors, special store fronts or office entries, unless otherwise specified by reason Landlord in writing. The cost of any injury toall of the foregoing, or damage suffered by including the cost of all supplies, equipment, tools and materials, together with utility costs not otherwise charged directly to Tenant, including without limitationall wages and benefits of employees and independent contractors engaged by Landlord in performing Landlord's maintenance and repair obligations hereunder with respect to the Premises, all expenses for any inconvenience tolicense, or interference withpermit and inspection fees required in connection with the operation, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion repair of the Building and/or Premises, are collectively referred to herein as "LANDLORD'S OPERATIONAL EXPENSES." To the Project. Tenant hereby waives extent that a cost incurred as a Landlord's Operational Expense is for any Permitted Capital Items (or for the benefit painting of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or any portion thereof), the Project except as otherwise expressly agreed to cost thereof shall be performed by Landlord pursuant to the provisions of this Leaseamortized in accordance with Paragraph 2.4.3(a), above.

Landlord’s Obligations. Subject to Section 7.1 above the provisions herein regarding damage caused by Tenant, and to the provisions of Article 11 and Article 13 hereof5 regarding Tenant’s obligation for payment of Operating Costs, Landlord shall repair and maintain all of the Appurtenances and make all necessary repairs to the exterior and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the BuildingBuilding Complex, (c) including the exterior wall and roof and all other property of Landlord, and shall operate, maintain, repair and replace the systems, facilities and equipment necessary for the proper operation of the Building, (d) within a reasonable period following receipt Building Complex and for the provision of Landlord’s services under Article 7 hereof. Landlord shall not be liable for any failure to make such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need for repair and replacement from such repairs or maintenance is given to Landlord by Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there There shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), Rent by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, Tenantwith ▇▇▇▇▇▇’s business or operations arising from the making of, or failure to make, of any maintenance or repairs, alterations alterations, or improvements in or to any portion of the Building and/or Complex or the ProjectLeased Premises or in or to fixtures, appurtenances and equipment therein. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expenseexpense under any law, to place a lien upon statute or ordinance now or hereinafter in effect. Notwithstanding the foregoing, any cost or expense incurred by Landlord for the maintenance, repair or replacement of any part of the Building Complex, or other property of Landlord and/or upon Rent due Landlord, which is due to the negligence, carelessness, misuse or excessive use of Tenant, its servants, agents, employees, or anyone permitted by Tenant to be in or on the right to terminate this Lease Building Complex, or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease through Tenant or such parties shall be construed borne solely by ▇▇▇▇▇▇, who shall, on demand, forthwith pay the same to Landlord as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseRent.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, and except for Tenant’s maintenance and repair obligations set forth in Section 7.1 above, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, and (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises. Landlord shall have sole responsibility for the repair or replacement of any and all defects or defective components, patent or latent, of the Landlord’s Work (for a period of one (1) year after the Lease Commencement Date with respect to the Initial Premises and for a period of one (e1) year after the Common AreasMust Take Commencement Date with respect to the Must Take Premises), the Building Systems and the structural portions of the Building, and any and all defects, latent or patent, attributable to Landlord’s repairs to or replacement of any Building System or any structural component of the Building. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, HVAC, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity electricity, HVAC or water beyond the initial point of entry of such systems into the Premiseswater. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above the provisions of paragraph ---------------------- 4.2 (Operating Expenses), 6 (Use), 7.2 (Tenant's Obligations) 7.5 (Condition of --- - --- --- Premises Upon Termination), and 9 (Damage or Destruction) and except for damage - caused by any negligent or intentional act or omission of Tenant, Tenant's employees, suppliers, shippers, customers, or invitees, in which event Tenant shall repair the damage, Landlord, at Landlord's expense, subject to Article 11 reimbursement pursuant to paragraph 4.2 (for other than Landlord Structural --- Elements), shall keep in good condition and Article 13 hereofrepair the foundations, Landlord shall maintain exterior walls, structural condition of interior bearing walls, and make all necessary repairs to and replacements roof (including roof membrane) of (a) the “Building Systems” that service the Premises, (b) as well as the structural portions parking lots, walkways, driveways, landscaping, fences, signs and utility installations of the BuildingCommon Areas and all parts thereof. Landlord shall not, (c) however, be obligated to paint the roof interior surface of exterior walls, nor shall Landlord be required to maintain, repair or replace windows, doors or plate glass of the BuildingPremises, or to maintain or repair anything required to be maintained by Tenant under paragraph 7.2. Landlord --- shall have no obligation to commence repairs under this paragraph 7.1 until a --- reasonable (dnot to exceed 30 days) within a reasonable period following time after receipt of written notice from Tenant of the need for repair and replacement from Tenant, such repairs. Tenant expressly waives the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason benefits of any injury to, statute now or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements hereafter in or to any portion of the Building and/or the Project. effect which would otherwise afford Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense or the right to terminate this Lease because of Landlord's failure to keep the Premises in good order, condition and repair. Landlord shall not be liable for damages or withhold Rent on account loss of any Landlord default (including without limitationkind or nature by reason of Landlord's failure to furnish any Common Area services when such failure is caused by accident, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any breakage, repairs, alterations strikes, lockout, or improvements to other labor disturbances or disputes of any character or by any other cause beyond the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions reasonable control of this LeaseLandlord.

Landlord’s Obligations. (i) Subject to Section 7.1 above 7.3.2, above, in the event that during the Term of this Lease, it is determined that there exists in, on, under or about the Premises or Project any Hazardous Materials (other than any Hazardous Materials that became present in, on, under or about the Project as a result of the Handling by Tenant or any other any Tenant Party of Hazardous Materials in, on, under or about the Premises or Project), and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of if (a) a governmental agency having jurisdiction with respect to the “Building Systems” that service presence of Hazardous Materials in, under, on or about the PremisesPremises or Project requires remediation of such Hazardous Materials, or (b) the structural portions presence of such Hazardous Materials in, on, under or about the BuildingPremises or Project (i) creates a health or safety hazard for Tenant’s employees, visitors, customers, agents or any Tenant Party or (cii) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from interferes with Tenant, the exterior walls and windows ’s use of the Premises for the Permitted Use, then Landlord shall cause such Hazardous Materials to be abated or remediated in accordance with applicable Environmental Laws. (ii) Landlord shall indemnify, defend (with counsel reasonably approved by Tenant), protect and (e) hold harmless Tenant and each of the Common AreasTenant Parties, from and against any and all Claims, Damages and Costs which arise from or are related in any way to any contamination of the Premises, Building or the Project, except to the extent caused by Tenant or a Tenant Party. Landlord’s obligation to defend, with counsel reasonably approved by Tenant, indemnify and hold harmless Tenant and the Tenant Parties shall apply in every instance in which Claims, Damages and Costs are asserted against Tenant and/or the Tenant Parties solely due to Tenant’s status as a Tenant, occupant or operator of the Premises, Building or Project. The term foregoing indemnification and responsibilities of Landlord shall survive the termination or expiration of this Lease. (iii) Landlord covenants to Tenant that, to the best knowledge of Landlord, as of the Effective Date, the Project does not currently contain any Hazardous Materials in violation of any existing applicable Environmental Laws. For purposes of this Section, 7.3.3(iii), the phrase “Building Systemsthe best knowledge of Landlord” shall mean the service systems present, actual knowledge of the Building, including, without limitation, the entire HVAC system Landlord’s managing agent for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject 7.1.1 Landlord shall, subject to Section 7.1 above reimbursement under Paragraph 4, maintain in good repair, reasonable wear and to Article 11 and Article 13 hereoftear excepted, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions soundness of the Buildingroof, (c) the roof foundations, and exterior walls of the Building, (d) within a reasonable period following receipt of notice of Building together with the need for repair common areas and replacement from Tenant, other equipment used in common by tenants in the exterior walls and windows of the Premises and (e) the Common AreasProject. The term “Building Systems” "exterior walls" as used herein shall mean the service systems not include windows, glass or plate glass, doors, dock bumpers or dock plates, special store fronts or office entries. Any damage caused by or repairs necessitated by any negligence or act of the BuildingTenant, including, without limitation, the entire HVAC system for the Building any contractor, employee, agent, invitee or visitor of Tenant (each, a "Tenant Party") may be repaired by Landlord at Landlord's option and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems Tenant's expense. Tenant shall immediately give Landlord written notice of any defect or need of repairs in such components of the Building up for which Landlord is responsible, after which Landlord shall furnish Tenant with notice of the need to enter the premises, unless there is an emergency which requires an immediate response from Landlord, Tenant will give Landlord the right to enter the Premises at a reasonable time accompanied by Tenant's representative to repair same. Landlord's liability with respect to any defects, repairs, or maintenance for which Landlord is responsible under any of the provisions of this Lease shall be limited to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry cost of such systems into the Premises. Except as provided in Article 11repairs or maintenance, and there shall be no abatement of Rent, nor shall there be any rent and no liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s 's business or operations arising from the making of, or failure to make, any maintenance or of repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitationPremises, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises Building or the Project or to fixtures, appurtenances or equipment in the Building, except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseprovided in Paragraph 15.

Landlord’s Obligations. Subject Landlord agrees to Section 7.1 above repair and to Article 11 and Article 13 hereofmaintain (i) at Landlord's sole cost, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the BuildingBuilding which shall include all structural walls, foundations, concrete subflooring, roof replacement and major repair, the plumbing and electrical wiring in or below structural walls and subflooring (cexcept as may have been installed by Tenant), and replacement of substantial portions of the asphalt within the parking/drive areas (except to the extent such replacement is required as a result of Tenant's abuse of such areas), and (ii) as Operating Expenses, the roof exterior of the Building, (d) within a landscaping, cleaning, resealing and restriping parking/drive areas, repair of roof leaks, the sprinkler and fire life safety systems, exterior painting, exterior window washing, and exterior lighting and fixtures; unless such maintenance and repairs are caused in part or in whole by the negligence or willful misconduct of Tenant, its agents, servants, employees or invitees, in which case Tenant will pay to Landlord, as additional rent, the reasonable period following receipt cost of such maintenance and repairs. All repairs and maintenance will be performed in an expeditious and good and workmanlike manner. Landlord will not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. In the event Tenant is unable to conduct business from the Premises during customary business hours as a result of damage to the Premises for which Landlord has the responsibility to repair pursuant to this Paragraph 14(a), then Landlord hereby agrees to use its commercially reasonable efforts to promptly and replacement diligently perform such repairs after receiving written notice of the need of such repairs from Tenant. Tenant waives the right to make repairs at Landlord's expense under any law, the exterior walls and windows of the Premises and statute, ordinance, rule, regulation, order or ruling (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point extent the Premises are located in California, the provisions of connection California Civil Code Sections 1941 and 1942 and any successor statutes or laws of localized distribution a similar nature). Notwithstanding anything to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contrary contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined belowParagraph 14(a), by reason if the performing of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or Premises by Landlord unreasonably interferes with Tenant's ability to conduct business on the Project. Tenant hereby waives the benefit Premises or any substantial portion thereof during customary business hours, such that by reason of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any such repairs, alterations or improvements to improvements, Tenant does not conduct business in the Premises or any substantial portion thereof for more than one (1) business day following written notice to Landlord, then Tenant's rent shall thereafter be abated until the Project except as otherwise expressly agreed Premises are again usable by Tenant in proportion to the extent to which Tenant's use of the Premises is impeded. This provision shall not apply in case of damage to, or destruction of, the Premises, which situation shall be performed governed by a separate provision of this Lease. Notwithstanding the foregoing, Tenant may not ▇▇▇▇▇ rent if Landlord disputes Tenant's right to ▇▇▇▇▇ or the amount thereof until and only to the extent the arbitrator provides that Tenant may do so in accordance with and pursuant to the provisions terms of this LeaseParagraph 45 hereof.

Landlord’s Obligations. Subject to Section 7.1 above and to the provisions of Article 11 VII (Damage or Destruction) and Article 13 hereofVIII (Condemnation), and except for damage caused by any act or omission of Tenant, or Tenant's employees, agents, contractors or invitees, Landlord shall maintain keep the foundation, roof and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof exterior walls of the Buildingimprovements on the Property in good order, condition and repair. Landlord shall be responsible for keeping the Structural Items and the Systems in the Building and the Project, but not within the Property (dthe "Exterior Systems") in good condition and repair. To the extent the Structural Items or Exterior Systems require repairs, Tenant shall give written notice thereof to Landlord, and Landlord shall complete all such repairs within a reasonable period following receipt of notice thirty (30) days of the need date of the notice. However, if such repairs reasonably require more than thirty (30) days to complete, Landlord shall not be in default if such cure is commenced within such thirty (30) day period and thereafter diligently pursued to completion. Notwithstanding the foregoing, if the item to be repaired materially impairs Tenant's ability to operate its business, Landlord shall have five (5) days to complete such repairs, failing which Tenant may (but shall not be obligated to), upon no less than twenty-four hours written notice to Landlord, complete such repairs. For purposes of this Paragraph, an item shall be deemed to materially impair Tenant's ability to operate its business if it relates to an interruption or breakdown in any of the Exterior Systems or Structural Items. Throughout the term of the Lease, as such may be extended, Landlord shall provide Tenant with access to electricity and water as such access currently exists on the Property. If Landlord will approve any interruptions in these services: (i) Landlord must deliver no less than twenty-four (24) hours' written notice to Tenant of such interruption and (ii) such interruption cannot last for repair more than twenty-four hours (unless such interruption is beyond Landlord's control). If any interruption extends beyond a t▇▇▇▇▇-▇▇ur hour period, Tenant shall have the right (but not the obligation), upon no less than twenty-four hours written notice to Landlord, to cure the cause of such interruption. Within ten (10) days of the date of this Lease, Landlord shall provide Tenant with true and replacement from Tenantcorrect copies of all warranties in its possession relating to the Property, the exterior walls Structural Items and windows of the Premises Systems (including Exterior Systems and Interior Systems (e) as defined below)). To the Common Areas. The term “Building Systems” shall mean extent any item on the service systems of the BuildingProperty, including, without limitation, Structural Items, Exterior Systems and Interior Systems are covered by a warranty (the entire HVAC system "Warrantied Items"), Landlord covenants that if and when repairs are needed to such Warrantied Items (as such need may be conveyed by Tenant to Landlord in writing), Landlord shall immediately pursue all of its rights under such warranties with diligence, and Tenant shall have no responsibility with respect to Warrantied Items, for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry term of such systems into the Premises. Except warranties so long as provided in Article 11, there shall be no abatement Tenant complies with all maintenance requirements of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasesaid warranties.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof19.1. Except as otherwise provided in this Lease, Landlord shall operate and maintain the Building and make its grounds, exclusive of Tenant's recreational areas, if any, in first class condition and agrees to keep in good order, condition and repair the roof, Common Areas, exterior walls and structure of the Building and its grounds (including all necessary repairs to plumbing, mechanical and replacements of (a) the “Building Systems” that service electrical systems), all insofar as they affect the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need except that Landlord shall in no event be responsible to Tenant for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and any condition in the Premises, and also the mechanicalgrounds, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of or the Building up caused by any act or neglect of Tenant, its invitees or contractors. Landlord shall not be responsible to make any improvements or repairs to the point of connection of localized distribution to Building or the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained grounds other than as provided in this Section 7.2 unless expressly provided otherwise in this Lease. 19.2. Landlord shall require Landlord not be liable to maintain Tenant for any compensation or repair the systems within the Premises that distribute within the Premises electricity reduction of Fixed Rent or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), Additional Rent by reason of any injury to, inconvenience or damage suffered by Tenant, including without limitation, any inconvenience to, annoyance or interference with, Tenant’s for loss of business or operations arising from the making ofnecessity of Landlord or its agents entering the Premises for any of the purposes in this Lease authorized, or failure to make, any maintenance for repairing the Premises or repairs, alterations or improvements in or to any portion of the Building and/or the ProjectBuilding. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of In case Landlord and/or upon Rent due Landlord, is prevented or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform delayed from making any repairs, alterations or improvements improvements, or furnishing any services or performing any other covenant or duty to be performed on Landlord's part, by reason of an Unavoidable Delay, as defined in Section 38.2, Landlord shall not be liable to Tenant therefor, nor shall Tenant be entitled to any abatement or reduction of rent by reason thereof unless and until Tenant's occupancy is thus substantially impaired for a period of sixty (60) days, nor shall the same give rise to a claim in Tenant's favor that such failure constitutes actual or constructive, total or partial, eviction from the Premises. If Tenant's occupancy is substantially impaired for more than one hundred and eighty (180) days, then Tenant may elect to terminate this Lease. 19.3. Landlord represents that, to the best of its knowledge, which knowledge is based solely upon the findings set forth in that certain Phase I Environmental Site Assessment dated October, 1997, prepared by ENSR Consulting and Engineering, referenced as Report Number 4738-014-E01, no Hazardous Materials or wastes have been used, treated or stored on the Premises in violation of any Environmental Laws. Landlord hereby agrees to indemnify and hold harmless Tenant and its shareholders, directors, officers and employees from and against any and all claims, damages, losses and liabilities, including reasonable attorneys fees, arising from any use, treatment or storage of Hazardous Materials on the Property prior to the commencement date of the Existing Lease. Notwithstanding anything to the contrary contained in this Section 19.3, in no event shall Landlord be deemed to be in breach of the representation contained herein, or have an obligation to indemnify Tenant, for any Hazardous Materials or wastes placed on the Property by Tenant, its employees, agents, contractors and invitees (other than Landlord, its employees, agents, contractors and invitees). 19.4. Landlord or its agents shall not be liable for any loss of or damage to any property of Tenant by theft, nor for any injury or damage to persons or property resulting from any cause of whatsoever nature; nor shall Landlord or its agents be liable for any such damage caused by other tenants of the Building or persons, in, upon or about the Premises or the Project except caused by operations in construction of any private, public or quasi-public work. The foregoing shall not limit Landlord's obligations as otherwise expressly agreed set forth herein, including to be performed by Landlord pursuant provide quiet enjoyment, to the provisions of this Leasefund improvements, to provide environmental indemnity and to make Common Area and system improvements.

Landlord’s Obligations. Subject It shall be the obligation of Landlord to Section 7.1 above and (i) provide all services to Article 11 and Article 13 hereof, be provided by Landlord shall maintain and make all necessary repairs to and replacements of (a) under the “Building Systems” that service the Premises, (b) the structural portions terms of the BuildingMaster Lease and (ii) to satisfy all obligations and covenants of Landlord made in the Master Lease. Sublessee acknowledges that Sublessor shall be under no obligation to provide any such services or satisfy any such obligations or covenants; provided, however, Sublessor, upon written notice by Sublessee, shall diligently attempt to enforce all obligations of Landlord under the Master Lease (c) without requiring Sublessor to spend more than a nominal sum, which nominal sum shall be limited to all costs associated with the roof preparation of and transmittal to Landlord of documentation from Sublessor or Sublessee's attorneys determining the Buildingobligations to be performed by Landlord under the Master Lease). If, (d) within a reasonable period following after receipt of notice written request from Sublessee, Sublessor shall fail or refuse to take action for the enforcement of Sublessor's rights against Landlord with respect to the need for repair and replacement from Tenant, the exterior walls and windows portion of the Premises then occupied by Sublessee ("Action"), Sublessee shall have the right to take such Action in its own name, and (e) the Common Areas. The term “Building Systems” shall mean the service systems for that purpose and only to such extent, all of the Buildingrights of Sublessor as tenant under the Master Lease are hereby conferred upon and assigned to Sublessee, and Sublessee shall be subrogated to such rights to the extent that the same shall apply to the portion of the Premises then occupied by Sublessee. If any Action against Landlord in Sublessee's name shall be barred by reason of lack of privity, nonassignability or otherwise, Sublessee may take such Action in Sublessor's name; provided that Sublessee has obtained the prior written consent of Sublessor, which consent shall not be unreasonably withheld; and provided, further, that Sublessee shall indemnify, protect, defend by counsel reasonably satisfactory to Sublessor and hold Sublessor harmless from and against any and all claims, demands, actions, suits, proceedings, liabilities, obligations, losses, damages, judgments, costs and expenses (including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain reasonable attorneys' fees) which Sublessor may incur or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), suffer by reason of any injury tosuch Action, except to the extent incurred or damage suffered by Tenant, including without limitation, any inconvenience to, reason of Sublessor's negligent acts or interference with, Tenant’s business or operations arising omissions. Sublessor hereby agrees to perform its obligations as tenant under the Master Lease if and to the extent those obligations are not assumed by Sublessee pursuant to the terms of this Sublease. If a default by Landlord under the terms of the Master Lease shall result in the excuse of Sublessor from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit performance of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed its obligations to be performed under the Master Lease or result in any reduction or abatement in the base rent or additional rent to be paid by Landlord pursuant Sublessor thereunder, then Sublessee shall be excused from the performance of a corresponding obligation and/or shall be entitled to a proportionate reduction in or abatement of the provisions of this LeaseRent to be paid by Sublessee hereunder.

Landlord’s Obligations. Subject Landlord shall, subject to Section 7.1 above the following limitations, maintain in good condition, order and to Article 11 and Article 13 hereof, Landlord shall maintain and make repair (1) all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system roof (including the roof membrane and structure including trusses, joints and beams), the foundation, girders, floor joists, footings, and other load bearing members and walls (excluding wall coverings, painting, glass and doors [except that, notwithstanding Section 7.1, Landlord shall be responsible for the maintenance of the exterior of the perimeter walls of the Premises other than the repairs made by Tenant with the Stucco Repair Allowance]), and (2) all aspects of the Common Areas, in each case consistent with the repair and maintenance standards of landlords with respect to Comparable Buildings (however, Landlord's repair and maintenance obligations with respect to the asphalt in the parking areas serving the Building shall commence after the date that Tenant has performed the Asphalt Repair Work, as defined in Section 2.6 of Exhibit B); provided, if such damage is caused by an act or omission of Tenant or the Tenant Parties, then such repairs shall be at Tenant's sole expense and the cost thereof shall be reimbursed to Landlord by Tenant upon demand. Landlord shall not be required to make any repair resulting from (i) any alteration or modification to the Project or to mechanical equipment within the Project performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, (ii) the installation, use or operation of Tenant's property, fixtures and equipment, (iii) the moving of Tenant's property in or out of the Project or in and about the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems (iv) Tenant's use or occupancy of the Building up Premises in violation of Article 5 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease, (v) the negligent acts or omissions of Tenant or the Tenant Parties (unless and to the point extent covered by insurance carried by Landlord or Tenant), (vi) fire and other casualty, except as provided in Article 11 of connection this Lease, or (vii) condemnation, except as provided in Article 13 of localized distribution this Lease. Landlord shall have no obligation to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in make repairs under this Section 7.2 shall require Landlord to maintain or repair until a reasonable time set forth in Section 19.6 after receipt of written notice from Tenant of the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of need for such systems into the Premisesrepairs. Except as provided in Article 11Section 6.6, there shall be no abatement of RentRent during the performance of such work. Except as provided in Section 6.6, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor shall there be for any liability damage that may result from interruption of Tenant's use of the “Premises during any repairs by Landlord. Except as provided in Section 7.3, Tenant waives any right to repair the Premises, the Building, the Project and/or the Common Area at the expense of Landlord Parties” under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply. Notwithstanding the foregoing, Landlord, at Landlord's sole cost and expense (as defined belowwithout reimbursement by Tenant under Article 4), by reason shall warrant the good working order and condition of the existing mechanical rooftop HVAC units serving the Premises and make any injury torepairs or replacements thereof required to maintain their good working order and condition, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising during the period from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion Delivery Date through the one (1) year anniversary of the Building and/or Lease Commencement Date (the Project. "Warranty Period"); provided, however, that if any of the foregoing systems require repair or replacement during such Warranty Period as a result of Tenant hereby waives the benefit of or any Laws granting it the right to make repairs at Landlord’s expenseTenant Parties' alterations, to place a lien upon the property of Landlord and/or upon Rent due Landlordmisuse, negligence or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitationomissions, the failure of Landlord to make repairs). No provision of this Lease then Tenant shall be construed as obligating Landlord to perform any repairs, alterations responsible for the costs of such repair or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasereplacement.

Landlord’s Obligations. Subject Landlord shall cause the Common Areas to Section 7.1 above be maintained in reasonably good order and to Article 11 and Article 13 hereofcondition, except for damage occasioned by any act or omission of Tenant or Tenant's officers, contractors, agents, invitees, licensees or employees, the repair of which latter damage shall be paid for by Tenant. In addition, Landlord shall maintain and make all necessary repairs to the exterior foundations and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the BuildingBuildings, (d) within a reasonable period following receipt and the plumbing, electrical and other utility systems serving but which are located outside of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also shall make necessary structural repairs to the mechanicalexterior walls of the Buildings (excluding, gashowever, steamrepairs to windows, electrical, sanitary, elevator, plumbingdoors and plate glass), and lifethe load-safety systems of bearing walls and load-bearing columns, if any, within the Building up to the point of connection of localized distribution to the Premises (it being understood Premises, provided that the Building Systems Landlord shall not include be obligated hereby to do any systems that work required to be done because of any damage caused by any act, omission or negligence of Tenant installs and its invitees, licensees, their respective officers, agents and employees or their customers. When necessary by reason of accident or other cause occurring in the Buildings or in the Premises). Nothing contained , or in this Section 7.2 shall require Landlord order to maintain make any repairs or repair alterations or improvements in or relating to the systems within the Premises that distribute within the Premises electricity Buildings or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, Landlord reserves the right to interrupt the supply of electricity, water and gas or any other utility and also to suspend the operation of the heating and air conditioning system, where there shall be no abatement of Rentone installed in the Buildings, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or until said repairs, alterations or improvements shall have been completed. There shall be no abatement in rent because of any such interruption or suspension, however, Landlord shall pursue such work with reasonable continuity, diligence and dispatch and in such a manner as to any portion cause a minimum of interference with Tenant's use of the Building and/or the Project. Premises and, whenever reasonably possible, Landlord will provide Tenant hereby waives the benefit with at least twenty four (24) hours advance written notice of any Laws granting it such interruption or suspension of services. Landlord shall maintain the right to make repairs at Landlord’s expense, to place a lien upon landscaping on the property Land and periodically paint and repair the exterior surfaces of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, Buildings and the failure of Landlord to make repairs). No provision of this Lease cost thereof shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasean Operating Cost.

Landlord’s Obligations. Landlord shall endeavor to keep the Common Areas in a clean and neat condition. Subject to Section 7.1 above and to Article 11 and Article 13 hereof9.2 below, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premisesrepairs, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement therefor from Tenant, to the exterior walls walls, exterior doors and windows of the Premises Building, and (e) the Common Areas. The term “Building Systems” shall mean the service systems to public corridors and other public areas of the BuildingProject not constituting a portion of any tenant's premises and shall use commercially reasonable efforts to keep all Building Systems used by Tenant in common with other tenants in reasonable condition and repair, includingreasonable wear and tear excepted. Notwithstanding the foregoing, without limitationTenant shall be solely responsible for the repair and maintenance of, and all damage to, the entire HVAC system for Building or the Project (or any component thereof) resulting from the design and operation of all improvements which are no! Building and Standard Installations (described in the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to Work Letter) in or serving the Premises installed at the request of Tenant (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premisesregardless of whether installed by Landlord, its agents or contractors or third party contractors). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 1112, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below)Landlord, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s 's business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the ProjectBuilding. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense's expense under Sections 1932(1), to place a lien upon 1941 and 1942 of the property of Landlord and/or upon Rent due LandlordCalifornia Civil Code, and under all other similar laws, statutes or the right to terminate this Lease ordinances now or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs)hereafter in effect. No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations Alterations or improvements decorations to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.. [DBL:dbl/MaguirPeroperties- SDTC- YoNaturalsLcase/1064.002] -10-

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain promptly comply with all Laws pertaining to the Common Areas and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural those portions of the Building, Leased Premises required to be maintained and repaired by Landlord or pertaining to those portions of the Property located outside of the Leased Premises. Landlord shall deliver the Leased Premises (cincluding the Tenant Improvements) to Tenant in compliance with all Laws and all portions of the Property outside of the Leased Premises (excluding the interior buildouts of any other premises occupied by another tenant or available for lease) shall be in compliance with all Laws as of the Delivery Date. Landlord further warrants and covenants that as of the Commencement Date (1) the Building’s roof of the Building(including membrane), foundation, footings, slabs, structural walls, exterior windows (dincluding seals), skylights (including seals) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevatordoors, plumbing, fire/life safety system, lighting, heating, ventilation and lifeair conditioning systems, electrical systems, and elevators serving the Leased Premises shall be in good operating condition and repair, and (2) the Building (excluding the interior buildouts of any other tenant’s premises) and the Leased Premises shall comply with all applicable Laws (including ADA), except to the extent of any non-safety systems compliance resulting from, or triggered as a result of, any Leasehold Improvements (excluding the Tenant Improvements), in which event Tenant shall be required to correct any such non-compliance; provided that Landlord shall be responsible for any pre-existing non- compliance uncovered or revealed in connection with any Leasehold Improvements. In the event that at any time during the Lease Term any violation of applicable Laws in effect as of the Building up to the point of connection of localized distribution to the Premises (it being understood that Commencement Date or any latent defect in the Building Systems shall not include any systems that (other than the Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Improvements) is discovered or revealed, then Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11shall, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expenseexpense (which expense shall not be included in Operating Expenses), to place a lien upon the property promptly thereafter correct such violation of Landlord and/or upon Rent due Landlord, Laws or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaselatent defect.

Landlord’s Obligations. (a) Subject to Section 7.1 above the terms of Sections 7 and to Article 11 and Article 13 hereof8, Landlord shall maintain maintain, repair and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premisesreplace, as necessary, (bi) the structural portions of the BuildingPremises, (c) including without limitation the structural portions of the roof of the BuildingPremises, (d) within a reasonable period following receipt structural components of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and the structural portions of the foundation of the Premises (ebut not the slab or any floor covering), (ii) all portions of the roof (including the membrane), (iii) all components of electrical and plumbing located in the Premises to the extent concealed within walls or under the slab or used in common by other tenants, (iii) any common/shared building systems, including without limitation common fire, life and safety systems, and (iii) the Common Areas. The term “Building Systems” shall mean Areas located within the service systems of the Building, including, without limitation, the entire HVAC system for the Building and parcel containing the Premises, . (b) Tenant shall pay or reimburse Landlord for all costs Landlord incurs under Section 6.03(a) above (whether incurred by the CC&R Management Company and also passed-through to Landlord under the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain Project CC&Rs or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except whether incurred directly by Landlord) as Common Area Costs as provided for in Article 11, there shall be no abatement Section 4.05 of Rent, nor shall there be any liability of the “Landlord Parties” this Lease. (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. c) Tenant hereby waives the benefit of any Laws granting it statute in effect now or in the future, including without limitation California Civil Code Sections 1941 and 1942, which might give Tenant the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitationdue to Landlord's failure to keep the Premises in good order, condition and repair, the failure of Landlord to make repairs). No provision parties hereby agreeing that the terms and provisions of this Lease govern the rights and remedies of the parties with respect thereto. (d) Landlord shall not be construed as obligating obligated to maintain or repair windows, doors, plate glass or the interior surfaces of exterior walls. (e) Landlord shall make any such repairs under this Section 6.03 within a reasonable time after receipt of written notice from Tenant of the need for such repairs. (f) Notwithstanding anything to perform the contrary in this Lease, if any repairs, alterations or improvements to part of the Premises or Project is damaged by any negligent or willful act or omission of Tenant or its agents, employees, contractors, licensees or invitees, Tenant shall pay Landlord the Project except as entire cost of repairing or replacing such damaged property, whether or not Landlord would otherwise expressly agreed be obligated to be performed by Landlord pay the cost of repairing or replacing such property pursuant to the provisions terms of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereofUnless otherwise expressly provided, Landlord shall not be required to make any improvements, replacements or repairs of any kind or character to the Premises during the term of this Lease except those repairs set forth in this Paragraph 5. 1. Landlord shall maintain in good repair and make all necessary repairs to condition, except for reasonable wear and replacements of tear, only the following: (a) utility service lines and equipment between the “Building Systems” that service Lot boundary and the Premises, Building; (b) underground storm and sanitary sewers and drain lines, pipes, conducts and other underground facilities between the Lot boundary and the Building; (c) all paved areas on the Premises including the driveways, sidewalks, parking lots and truck aprons; (d) the roof, foundation, and the structural portions soundness of the exterior walls (excluding all doors) of the Building; and (e) all windows at the Premises with respect to manufacturers' warranties and installation (and not with respect to cleaning or repairs after damage); (f) all landscaping surrounding the building (including the replacement of any trees stricken by drought conditions prior to the Lease Commencement Date). (g) if the Building's exterior is painted, Landlord shall be responsible for repainting the Building's exterior (c) the roof except for exterior doors). Payment of the Buildingcost of the foregoing repairs and maintenance shall be determined in accordance with Section 4 and the other express provisions of this Lease, and, without limiting the generality of the foregoing, the payment of the costs incurred in connection with items (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) above, except for the Common Areas. The term “Building Systems” shall mean the service systems costs of routine maintenance of the Buildingroof (which are not to be capitalized under GAAP or federal income tax law or regulations), includingshall not be deemed Operating Expenses or otherwise chargeable the Tenant. Tenant shall repair and pay for any damage including those repairs which are the responsibility of Landlord, without limitationas stated above, the entire HVAC system caused by any negligent or intentional act or omission of Tenant or Tenant's agents, employees and invitees. Landlord shall not be liable to Tenant for the Building and the Premisesany damage or inconvenience caused by making of repairs, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems Tenant shall not include be entitled to any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain abatement or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point reduction of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), rent by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed additions made by Landlord pursuant to the provisions of under this Lease.

Landlord’s Obligations. Subject 7.1.1 Landlord shall, subject to Section 7.1 above reimbursement by Tenant under Paragraph 4, maintain in good repair, reasonable wear and to Article 11 and Article 13 hereoftear excepted, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions soundness of the Buildingroof, (c) the roof foundations, and exterior walls of the BuildingBuilding together with the common areas and other equipment used in common by tenants in the Project, (d) within a reasonable period following receipt of notice of including the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areasfire sprinkler systems. The term “Building Systemsexterior walls” as used herein shall mean the service systems not include windows, glass or plate glass, doors, dock bumpers or dock plates, special store fronts or office entries. Any damage caused by or repairs necessitated by any negligence or act of the BuildingTenant, including, without limitation, the entire HVAC system for the Building any contractor, employee, agent, invitee or visitor of Tenant (each, a “Tenant Party”) may be repaired by Landlord at Landlord’s option and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems Tenant’s expense. Tenant shall immediately give Landlord written notice of any defect or need of repairs in such components of the Building up for which Landlord is responsible, after which Landlord shall have a reasonable opportunity and the right to enter the Premises at all reasonable times to repair same. Landlord’s liability with respect to any defects, repairs, or maintenance for which Landlord is responsible under any of the provisions of this Lease shall be limited to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry cost of such systems into the Premises. Except as provided in Article 11repairs or maintenance, and there shall be no abatement of Rent, nor shall there be any rent and no liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s business or operations arising from the making of, or failure to make, any maintenance or of repairs, alterations or improvements in or to any portion of the Premises, the Building and/or or the Project or to fixtures, appurtenances or equipment in the Building, except as provided in Paragraph 15. By taking possession of the Premises, Tenant accepts them “as is,” as being in good order, condition and repair and the condition in which Landlord is obligated to deliver them. Landlord has no duty to provide security for any portion of the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlordincluding, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed common areas. Tenant has assumed sole responsibility and liability for the security of itself, its employees, customers and invitees and their respective property in, on or about the Project. To the extent Landlord elects to provide any security equipment or personnel, Landlord is not warranting the effectiveness of, and Tenant shall not rely on, any such personnel or equipment. Landlord shall not be performed by responsible or liable in any manner for any failure to provide security equipment or personnel, nor for the failure of any such equipment or personnel to prevent injury or property damage in, on or around the Project. Landlord pursuant reserves the right to the provisions of this Leasealter, discontinue, change or withdraw any security equipment or personnel at any time without notice and without liability.

Landlord’s Obligations. Subject Landlord represents and warrants that to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements the best of (a) the “Building Systems” that service the Premises, (b) the structural portions Landlord’s actual knowledge as of the Building, Effective Date: (ci) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the PremisesPark Parcels are in compliance with all Environmental Laws, and also the mechanical(ii) there are no Hazardous Materials in, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to on or about the Premises (it being understood that or Park Parcels. During the Building Systems shall Term of this Lease, Landlord will not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain use, generate, place, store, release or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making otherwise dispose of, or failure to makepermit the use, generation, placing, storage, release or disposal of, Hazardous Materials in the Entire Development, except in accordance with all Environmental Laws. If during the performance of Tenant's Work, or at any maintenance or repairstime during Term of this Lease, alterations or improvements Hazardous Materials are discovered in or to any portion of the Building and/or Entire Development or the Project. Tenant hereby waives Premises which were not placed on the benefit Premises by Tenant, its agents, employees, or contractors, then such Hazardous Material shall be deemed a Concealed or Unknown Condition and the parties obligations with respect thereto shall be governed by Section 5.5; provided however, the following shall also apply to Landlord's obligations with respect to Hazardous Materials:‌‌‌ (a) In connection with the preceding paragraph, if any Hazardous Materials must be removed from the Premises and disposed of any Laws granting it offsite (i.e., not within the right to make repairs at Landlord’s expenseEntire Development), to place a lien upon such Hazardous Materials shall remain the property of the Landlord and/or upon Rent due and any such removal and disposal of such Hazardous Materials to an off-site location shall be the responsibility and obligation of the Landlord at its sole cost and expense. In performing its obligations hereunder, ▇▇▇▇▇▇▇▇ shall execute all manifests and other documents which are required to cause the Hazardous Materials to be removed from the Premises and disposed of at an off-site location, and all required authorizations and permits from governmental agencies shall be obtained in the name of the Landlord, . (b) Landlord shall not remediate the Hazardous Materials unless Landlord shall present to Tenant the Remediation Plan (the "Remediation Plan") for Tenant’s prior written approval. If the presence of any Hazardous Materials that Landlord is required to remediate or the right remove pursuant to terminate this Lease or withhold Rent on account the remediation or removal thereof precludes the normal operation of Tenant’s business from all or any Landlord default (including without limitation, the failure portion of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Entire Development and Tenant notifies Landlord pursuant of such preclusion, then Rent will equitably ▇▇▇▇▇ during the performance of such remediation or removal in proportion to the provisions nature and extent of the interference with ▇▇▇▇▇▇’s normal operation. (c) Landlord will indemnify, defend and hold Tenant and the shareholders, officers, directors, partners, members, managers, employees, agents, contractors, subtenants, assignees, licensees, concessionaires and customers ("Affiliated Parties") of Tenant harmless from and against, and reimburse Tenant for all Hazardous Materials Liabilities asserted against Tenant arising out of a breach of the representations, warranties or obligations and covenants set forth in this LeaseArticle XVI.

Landlord’s Obligations. (i) Landlord shall construct the completed Building shell, and the Leasehold Improvements to the Premises as described in the Work Letter Agreement, all in full compliance with all applicable law including, but not limited to, the Americans with Disabilities Act of 1990 and all regulations issued thereunder. (ii) Subject to reimbursement in accordance with Section 7.1 above and to Article 11 and Article 13 hereof5(b), equipment (except as otherwise provided herein), Landlord shall maintain maintain, repair, and replace as necessary the plumbing, heating, ventilating and air conditioning, lighting and other electrical and mechanical equipment, sprinkler system, elevators, and glass (unless broken or damaged due to the gross negligence or willful misconduct of Tenant) within the Property, and make all other repairs or replacements to the Property which Tenant is not hereby required to make. Landlord shall maintain, repair and replace as necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions exterior of the Building, (c) including the roof roof, exterior walls, foundation, drains, downspouts, and gutters. Landlord shall maintain, repair, and replace as necessary the driveways, sidewalks, parking areas, lighting, landscaping and fencing located outside of and serving the Building. Landlord's obligations regarding any heating, ventilation and air conditioning (d"HVAC") within a reasonable period following receipt of notice of and electrical systems shall be limited to the need for Building's standard central HVAC and electrical systems, and Landlord shall have no obligation to maintain or repair and replacement from any HVAC or electrical system that has been installed to accommodate Tenant, the exterior walls and windows 's specific use of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, any HVAC units which control the entire HVAC system for the Building and the Premisestemperature in Tenant's computer server room (provided, and also the mechanicalhowever, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that contractor retained by Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within any such HVAC or electrical system shall be subject to Landlord's reasonable approval). Landlord shall not be obligated to service, maintain, repair or replace any system or improvement in the Premises that distribute within has not been installed by Landlord at Landlord's expense, or which is a specialized improvement requiring additional or extraordinary maintenance or repair (by way of example only, if the standard premises in the Building contain fluorescent light fixtures, Landlord's obligation shall be limited to the replacement of Building standard fluorescent light tubes, irrespective of any incandescent fixtures that may have been installed in the Premises electricity at Tenant's expense). Landlord shall not be liable for, and Tenant shall not be entitled to any abatement or water beyond the initial point reduction of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), rent by reason of any injury toLandlord's failure to furnish, or damage suffered by Tenantan interruption in, including any services or utilities (including, without limitation, any inconvenience tointerruption in telephone service caused by a failure of the Cabling) when such failure is caused by accident, breakage, repairs, strikes, lockouts or interference with, Tenant’s business other labor disturbances or operations arising from labor disputes of any character or for any other causes except to the making of, extent such interruption or failure to make, any maintenance is caused by Landlord's grossly negligent act or repairs, alterations omission or improvements in or to any portion of the Building and/or the Projectwillful misconduct. Tenant hereby waives the benefit provisions of California Civil Code Section 1932(1) or any Laws granting it other applicable existing or future law, ordinance or governmental regulation permitting the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision termination of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements due to the Premises interruption or the Project except as otherwise expressly agreed failure of any services or utilities to be performed by Landlord pursuant provided under this Lease, except to the provisions of this Leaseextent such interruption or failure is caused by Landlord's grossly negligent act or omission or willful misconduct.

Landlord’s Obligations. (A) Subject to Section 7.1 above and to Article 11 and Article 13 hereofthe limitations hereinafter set forth, Landlord shall maintain and make all necessary repairs to and replacements of (a) agrees, while Tenant is occupying the “Building Systems” that service the Leased Premises, to furnish to Tenant (bi) the structural portions water (hot and cold) at those points of supply provided for general use of tenants of the Building, (cii) heated and refrigerated air conditioning in season, and (iii) elevator and janitorial service to the roof Leased Premises, all such services to be provided at such times as Landlord normally furnishes these services to all other occupants of the Building and in no event less than the manner and to the extent provided to Tenant at the Leased Premises immediately prior to the Effective Date of this Lease. In addition, Landlord agrees to maintain the Leased Premises and the public and common areas of the Building, (d) within a reasonable period following receipt of notice of the need such as lobbies, stairs, corridors and restrooms, in reasonably good order and condition, except for repair and replacement from damage occasioned by Tenant, or its employees, agents or invitees. Landlord reserves the exterior walls right, exercisable without notice and windows without liability to Tenant for damage or injury to property, persons or business and without effecting an eviction, constructive or actual, or disturbance of the Premises Tenant's use or possession or giving rise to any claim for set off or abatement of rent, to decorate and (e) the Common Areas. The term “Building Systems” shall mean the service systems of to make repairs, alterations, additions, changes or improvements, whether structural or otherwise, in and about the Building, includingor any part thereof, without limitationand for such purposes to enter upon the Leased Premises and, during the entire HVAC system for continuance of any such work, to temporarily close doors, entryways, public space and corridors in the Building and to interrupt or temporarily suspend Building services and facilities (provided, however, that Landlord shall in all events use Landlord's best efforts to conduct such activities in a manner which will reasonably minimize any interference with and/or impairment of Tenant's use and occupancy of the Leased Premises and Shared Areas for the purposes set forth in this Lease). (B) Without Landlord's prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed), Tenant shall not install any new equipment in the Leased Premises which shall require for its use electrical current or other utility service in excess of amounts provided to Tenant at the Leased Premises prior to the Effective Date of this Lease or which affects the temperature otherwise maintained by the air conditioning system or otherwise overloads any utility serving the Leased Premises, . (C) Landlord shall make available to Tenant facilities to provide all electrical current required by Tenant in its use and also occupancy of the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, Leased Premises and life-safety systems further shall make available electric lighting and current for the Shared Areas and common areas of the Building up in the manner and to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require extent reasonably determined by Landlord to maintain or repair be standard (and in no event less than in effect as of the systems within Effective Date). (D) Heating and air conditioning during other than the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there normal business hours shall be no abatement furnished only upon the prior request of RentTenant, nor who shall there be bear the cost thereof. (E) Failure to any liability of the “Landlord Parties” (as defined below), by reason of any injury toextent to make available, or damage suffered by Tenantany slow-down, including without limitation, any inconvenience to, stoppage or interference with, Tenant’s business or operations arising from the making interruption of, or failure any change in the quantity, character or availability of the above described services, resulting from any cause, shall not render Landlord liable in any respect for damages to makeeither person, property or business, nor be construed as an eviction of Tenant or (except as set forth below) work an abatement of rent, nor relieve Tenant from fulfillment of any maintenance covenant or repairsagreement hereof; provided, alterations however, that if such failure, stoppage or improvements in slowdown of defined services is caused by Landlord's gross negligence, willful misconduct or intentional breach of this Lease, Tenant shall be entitled to any portion and all remedies provided at law or in equity or under this Lease; provided further, however, that any recovery of the Building and/or the Project. damages by Tenant hereby waives the benefit as a result of any Laws granting it the right to make repairs at Landlord’s expensesuch failure, to place a lien upon the property of Landlord and/or upon Rent due Landlordstoppage, or the right to terminate this Lease slowdown caused by Landlord's gross negligence, willful misconduct or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision intentional breach of this Lease shall be construed as obligating Landlord to perform consist only of actual damages, and exclude any repairsand all punitive, alterations consequential, indirect, loss of business, special or improvements to the Premises incidental damages (however described). Should any equipment or the Project except as otherwise expressly agreed to be performed machinery furnished by Landlord pursuant break down or for any cause cease to the provisions of this Leasefunction properly, Landlord shall use reasonable diligence to repair same promptly.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereofExcept as otherwise provided in this Lease, Landlord shall will repair and maintain the following in good order, condition and make all necessary repairs to and replacements of repair: (a) the “Building Systems” that service foundations, exterior walls, façade, structural systems, roof and roof membrane of the Premises, Building; (b) the structural portions electrical, mechanical, plumbing, heating and air conditioning systems, facilities and components located in the Building and used in common by all tenants of the Building, Building or serving the Premises but located outside thereof; (c) the roof Common Areas (subject to all other terms and conditions of the Building, this Lease relating to Common Areas); (d) within those windows, doors, plate glass and exterior wall surfaces adjacent to Common Areas; and (e) any portion of the Premises damaged as a reasonable period following result of the actions or omissions of Landlord, its agents, contractors or employees. Except as hereinafter set forth, neither Basic Rent nor Additional Rent will be reduced nor will Landlord be liable for loss or injury to or interference with ▇▇▇▇▇▇’s property, profits or business arising from or in connection with ▇▇▇▇▇▇▇▇’s performance of its obligations under this Section. The costs and expenses incurred by Landlord in performing its obligations under this Section will be included in Operating Expenses. ▇▇▇▇▇▇▇▇’s repairs will be at least equal in quality and workmanship to the original work and Landlord will make the repairs and perform maintenance in accordance with all Laws. In the event of Landlord’s failure to make any required repair as outlined in Section 7.1 (a) thru (e) above, which failure (i) continues for more than thirty (30) consecutive business days after receipt of written notice from Tenant of the need for repair any required repairs, and replacement (ii) such failure directly prevents Tenant from operating in the Premises (or any portion thereof) for the ordinary conduct of its business, then as Tenant’s sole and exclusive remedy, Rent shall thereafter be abated (in proportion to the exterior walls and windows portion of the Premises and which ▇▇▇▇▇▇ is unable to use for the ordinary conduct of its business) until the applicable repair is completed. If Landlord’s failure to make the required repairs and/or maintenance hereunder such that Tenant is prohibited from operating in the Premises for the ordinary course of business for a period of more than one hundred eighty (e180) the Common Areas. The term “Building Systems” shall mean the service systems consecutive days after written notice from Tenant to Landlord advising of the Buildingrequired repairs and/or maintenance, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any complete the repairs and/or maintenance or repairs, alterations or improvements in or to any portion is solely the direct result of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expensegross negligence or willful misconduct, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to Tenant may terminate this Lease upon not less than thirty (30) days prior written notice to Landlord with such termination being effective on or withhold Rent on account after the one hundred eighty-first (181) day. In the event that Landlord completes such repairs and/or maintenance within the 180-day period or otherwise prior to the effective date of any termination delivered by Tenant in accordance with the preceding sentence or Landlord default (including without limitationhas commenced to remedy the repair and/or maintenance and is continuously pursuing such remedy to completion, the failure of Landlord to make repairs). No provision of this termination right hereunder shall not be available, and the Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseremain in full force and effect.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain in good condition and make all necessary repairs to repair, reasonable wear and replacements of (a) tear excepted, the “Building Systems” that service the Premisesroof, (b) the structural portions foundations, floor slabs and exterior walls of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “all Building Systems” shall mean the service systems of the Buildingsystems, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, HVAC, electrical, security, fire and lifelife safety and power, and the electrical and gas sub-safety systems meters serving the Premises and the balance of the Building up to (collectively, the point of connection of localized distribution to the Premises (it being understood “Base Building Components”), except that the Base Building Systems Components shall not include any systems that exclude, and Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord be obligated to maintain or repair the and repair, at Tenant’s sole cost and expense, any supplemental systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such (including supplemental air-conditioning systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined belowand supplemental fire and life safety systems), by reason of any injury toand equipment used in connection therewith, or damage suffered by installed specifically for Tenant, including without limitation, any inconvenience to, or interference with, as part of Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements initial Alterations to the Premises or any subsequent Alterations. The term walls as used herein shall not include windows, glass or plate glass, doors, special store fronts or office entries. The term roof as used herein shall not include skylights, smoke hatches or roof vents. Landlord shall also maintain in good condition and repair, reasonable wear and tear excepted, the Project except Common Areas, including, but not limited to, the landscaped areas, parking areas, driveways and the cafeteria. Tenant shall reimburse Landlord for Landlord’s costs of complying with its obligations under this Section 12.B. in accordance with Article 4 above. Landlord shall not be liable for any failure to make repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need for such repairs or maintenance is received by Landlord from Tenant. For the purposes of this Section 12.B., Landlord shall be deemed to have let such failure persist for an unreasonable time if: Landlord does not commence to cure such failure within ten (10) Business Days of written notice thereof from Tenant (or, in the case of any failure which creates an emergency condition at the Premises and is prominently characterized as otherwise expressly agreed such in Tenant’s notice to Landlord, within three (3) Business Days of receipt of such notice, which may be verbal in such a case of emergency) and which is not then cured by Landlord within thirty (30) days of the date of such written notice (or in such shorter period as may be reasonably possible in the case of an emergency); provided, however, that such failure shall not be deemed an unreasonable time period if the failure cannot reasonably be cured within such thirty (30) day time period and Landlord diligently pursues such cure to completion following the expiration of such thirty (30) day period. Landlord shall make every reasonable effort to perform all such repairs or maintenance in such a manner (in its judgment) so as to cause minimum interference with Tenant and the Premises but Landlord shall not be liable to Tenant for any interruption or loss of business pertaining to such activities. Subject to Section 8.b. above, Landlord shall have the right to require that any damage caused by the willful misconduct of Tenant or any of Tenant’s agents, contractors, employees, invitees or customers, be paid for and performed by Landlord pursuant to the provisions of this LeaseTenant (without limiting Landlord’s other remedies herein).

Landlord’s Obligations. Subject to Except as otherwise noted in this Section 7.1 above and to Article 11 and Article 13 hereof11.1, Landlord shall maintain shall, at Landlord's sole cost and expense, make all necessary capital repairs to and replacements of required to be made to (a) the “Building Systems” roof, exterior walls and foundation of the building that service is now part of the Premises or that may hereafter be constructed and become part of the Premises, or (b) the structural portions of the Buildingheating, (c) the roof of the Buildingcooling, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premisesventilating, and also all other mechanical equipment; the mechanicalwater, gas, steam, electrical, sanitary, elevatorsewer, plumbing, and life-safety systems electrical systems; provided, however, that Landlord's obligation herein shall not extend to any damage, disrepair or replacement caused or required by Tenant's neglect or fault, which damage, disrepair or replacement shall be repaired by Landlord and charged to Tenant as additional rent. The provisions of this Section 11.1 shall not apply, however, in the Building up event of and to the point extent of connection any damage or destruction by fire or other casualty or a taking by condemnation by any competent authority, in which events the obligation of localized distribution to the Premises (it being understood that the Building Systems Landlord shall not include any systems that Tenant installs in the Premises). Nothing contained be controlled as hereinafter otherwise provided in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the PremisesLease. Except as provided in Article 11this Section 11.1, there Landlord shall not be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord obligated to make repairs). No provision , replacements, or improvements of this Lease shall be construed as obligating Landlord to perform any kind upon the Premises whether such repairs, alterations replacements, or improvements to the Premises are interior or exterior, structural or nonstructural, ordinary or extraordinary, foreseen or unforeseen, all of which repairs, replacements, or improvements shall be the Project except responsibility of Tenant as otherwise expressly agreed to be performed by Landlord pursuant to provided in this Lease. Notwithstanding any of the foregoing provisions of this LeaseSection 11.1 to the contrary, if structural repairs become necessary during the Lease term because of the application to the business carried on by Tenant of any law, ordinance, rule or regulation of any regulatory body, or because of any act or default on the part of Tenant, or because Tenant has overloaded any electrical or other system in the building, Tenant shall make such structural repairs at its sole cost and expense, after first obtaining Landlord's written approval of the plans and specifications and furnishing such indemnification against liens, costs, damages and expenses as Landlord may reasonably require.

Landlord’s Obligations. Subject Landlord agrees to Section 7.1 above repair and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, heating, ventilating, air conditioning, elevator and life-safety electrical systems installed or furnished by Landlord, unless such maintenance and repairs are (i) attributable to items installed in Tenant's Premises which are above standard interior improvements (such as, for example, custom lighting, special HVAC and/or electrical panels or systems, kitchen or restroom facilities and appliances constructed or installed within Tenant's Premises) or (ii) caused in part or in whole by the act, neglect or omission of any duty by Tenant, its agents, servants, employees or invitees, in which case Tenant will pay to Landlord, as additional rent, the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry reasonable cost of such systems into the Premisesmaintenance and repairs. Except as provided in Article 11this Subparagraph 14(a), there Landlord has no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof. Landlord will not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. Tenant will not be no entitled to any abatement of Rent, nor shall there be rent and Landlord will not have any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s 's business or operations arising from the making of, or failure to make, of any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or or the ProjectPremises or in or to fixtures, appurtenances and equipment therein. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense's expense under any law, to place a lien upon the property of Landlord and/or upon Rent due Landlordstatute, ordinance, rule, regulation, order or the right to terminate this Lease or withhold Rent on account of any Landlord default ruling (including including, without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the extent the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to are located in California, the provisions of this LeaseCalifornia Civil Code Sections 1941 and 1942 and any successor statutes or laws of a similar nature).

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of maintain, in a first-class condition consistent with similar office buildings in the Raleigh, North Carolina market, (ai) the “Building Systems” that service the Premisesfoundations, (b) the roof, perimeter walls and exterior windows and all structural portions aspects of the Building, and (cii) the roof all nonstructural aspects of the BuildingBuilding which relate to the Common Areas or to more than one tenant’s premises, or which no tenant of the Building is required to maintain and repair, including all systems and facilities necessary for the operation of the Building and the provision of services and utilities as required herein (d) within a reasonable period following receipt except to the extent that any of the foregoing items are installed by or on behalf of, or are the property of, Tenant). Landlord shall also make all necessary structural repairs to the Building and any necessary repairs to the Building standard mechanical, HVAC, electrical, and plumbing systems in or servicing the Premises (the cost of which shall be included in Operating Expenses under Article 4), excluding repairs required to be made by Tenant pursuant to this Article. Landlord shall have no responsibility to make any repairs unless and until Landlord receives written notice of the need for such repair and replacement from Tenant, the exterior walls and windows or otherwise becomes aware. Landlord shall not be liable for any failure to make repairs or to perform any maintenance unless such failure shall persist for an unreasonable period of time after written notice of the Premises and need for such repairs or maintenance is received by Landlord from Tenant or after Landlord otherwise becomes aware. Landlord shall make every reasonable effort to perform all such repairs or maintenance in such a manner (ein its judgment) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building so as to cause minimum interference with Tenant and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems but Landlord shall not include be liable to Tenant for any systems that Tenant installs in the Premises)interruption or loss of business pertaining to such activities. Nothing contained in this Section 7.2 Landlord shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it have the right to make repairs at require that any damage caused by the willful misconduct of Tenant or any of Tenant’s agents, contractors, employees, invitees or customers, be paid for and performed by the Tenant (without limiting Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairsother remedies herein). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to keep in good repair the foundations, exterior walls, structural portions of the roof, and replacements of (a) the “Building Systems” that service the Premises, (b) the other structural portions of the Building, and shall maintain the electrical, plumbing, and heating, air conditioning, and ventilation (c"11VAC") the roof of equipment in the Building, except any portions of this equipment that may be specially installed for Tenant or otherwise altered by Tenant in connection with Tenant's Premises Alterations, if any, or otherwise, or that exclusively serve the Premises; and except that all damage or injury to the Premises, the Building, or the equipment and improvements in the Premises and the Building, caused by any act, neglect, misuse, or omission of any duty by any Tenant Party shall be paid for by Tenant. Landlord shall not be liable for any failure to make any required repairs or to perform any required maintenance unless this failure shall persist for an unreasonable time (dtaking into account the nature and urgency of the repair or maintenance) within a reasonable period following receipt of after written notice of the need for repair the repairs or maintenance is given by Tenant to Landlord. Landlord shall not be responsible for any interruption, inconvenience, or annoyance to Tenant or Tenant's business caused by any repairs, restoration, or maintenance required to be made by Landlord under this Agreement, and replacement from Tenant shall not reduce or withhold any portion of any Rent payment without a prior final judicial determination of Tenant's right to do so. Tenant waives and releases its right to make repairs at Landlord's expense under any law, statute, or ordinance in effect now or in the exterior walls future. Landlord has no obligation to make any improvements, Alterations (as defined in this Lease), repairs, or maintenance to the Premises before or during the Term except as specifically set forth in the Lease, and windows in no event shall Landlord have any obligation under this Lease to make any repairs, maintenance, or replacements to the interior portion of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the BuildingPremises, including, without limitation, the entire HVAC system for the Building and the Premisescarpeting, and also the mechanicalwindow coverings, gaswall coverings, steamwindows, electrical, sanitary, elevator, plumbing, and life-safety systems or painting of the Building up to the point any of connection of localized distribution to the Tenant's property or Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” Alterations (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease).

Landlord’s Obligations. Subject to Section 7.1 above the provisions of paragraphs 4.2 (Operating Expenses), 6 (Use), 7.2 (Tenant’s Obligations), and 9 (Damage or Destruction) and except for damage caused by any negligent or intentional act or omission of Tenant, Tenant’s employees, suppliers, shippers, customers, or invitees, in which event Tenant shall repair the damage to Article 11 the extent not covered by the Landlord’s insurance, Landlord, at Landlord’s expense, subject to reimbursement pursuant to paragraph 4.2, shall keep in good condition and Article 13 hereofrepair the foundations, Landlord shall maintain exterior walls, structural condition of interior bearing walls, heating, ventilating, and make all necessary repairs to air conditioning systems, and replacements roof of (a) the “Building Systems” that service the Premises, (b) as well as the structural portions parking lots, walkways, driveways, landscaping, fences, and utility installations of the BuildingCommon Areas and all parts thereof, (c) as well as providing the roof services for which there is an Operating Expense pursuant to paragraph 4.2. Landlord shall not, however, be obligated to paint the exterior or interior surface of exterior walls, nor shall Landlord be required to maintain, repair, or replace windows, doors, or plate glass of the Building, (d) within Premises. Landlord shall have no obligation to make repairs under this paragraph 7.1 until a reasonable period following time after receipt of written notice from Tenant of the need for repair and replacement from Tenant, such repairs. Tenant expressly waives the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason benefits of any injury to, statute now or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements hereafter in or to any portion of the Building and/or the Project. effect which would otherwise afford Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, expense or the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition, and repair. Landlord shall not be liable for damage or withhold Rent on account loss of any Landlord default (including without limitationkind or nature by reason of Landlord’s failure to furnish any Common Area services when such failure is caused by accident, breakage, repair, strike, lockout, or other labor disturbance or dispute of any character, or by any other cause beyond the failure reasonable control of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseLandlord.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain in good condition and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premisesrepair, (b) including replacements, the structural portions of the BuildingBuildings, (c) including the roof structural portions of the Buildingfoundation, (d) within a reasonable period following receipt of notice structural portions of the need for repair and replacement from Tenantwalls, the exterior walls and windows structural portions of the Premises floor/ceiling slabs, and (e) the Common Areas. The term “Building Systems” shall mean the service systems structural portions of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises)roof. Nothing contained Landlord’s obligations described in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there 11(B) shall be no abatement of Rent, nor shall there be any liability of collectively referred to herein as the “Landlord PartiesRepair/Maintenance Obligations.” If any repairs that are Landlord's repair obligations are required because of (as defined below), by reason of any injury toi) Tenant's negligence or willful misconduct, or (ii) damage suffered caused by Tenant or its agents or contractors, then Landlord shall make such repairs and replacements, at Tenant's sole cost, sufficient to reimburse Landlord for all reasonable, out-of-pocket, documented, overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. If Landlord fails to make any required Landlord Repair/Maintenance Obligations, Tenant may demand in writing that Landlord make the same, and if Landlord refuses to commence such repairs or replacements within twenty (20) days after such demand or to complete the same with reasonable diligence thereafter, then Tenant may, but need not, make such repairs and replacements, and Landlord shall pay Tenant the reasonable, out-of-pocket documented cost thereof, including without limitationall overhead, any inconvenience togeneral conditions, fees and other costs or interference with, expenses reasonably arising from Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make involvement with such repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default and replacements within thirty (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease30) days after invoice.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, and (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common AreasPremises. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, HVAC, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity electricity, HVAC or water beyond the initial point of entry of such systems into the Premiseswater. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above Sections 5.1, 12 and to Article 11 and Article 13 hereof13, Landlord shall maintain or cause to be maintained in good order, condition and make all necessary repairs to repair the foundations, columns, footings, sub-flooring and replacements load-bearing and exterior walls, windows and frames, gutters, and downspouts of (a) the “Building Systems” that service the PremisesBuilding, (b) the structural portions of the Building, (c) roof and the roof membrane, the Building Systems, and the Common Areas of the BuildingProperty (including the sidewalks, (d) within a reasonable period following receipt of notice curbs, and Parking Facility); provided, however, that nothing contained herein shall be construed to negate or limit Tenant’s obligation to pay Tenant’s Share of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises costs incurred hereunder by Landlord (it being understood and agreed that such costs are Operating Costs, subject to the limitations in Section 3.2(a)(1)). Landlord’s maintenance and repair of the structural components of the Building Systems (foundation, columns, footings, floor slab, load-bearing and exterior walls and structural portions of the roof) shall not include be at Landlord’s sole expense; provided, however, that with respect to any systems that Tenant installs in the Premises). Nothing contained maintenance and repair items described in this Section 7.2 Tenant shall require Landlord to maintain or repair pay the systems within entire cost of repairs for any damage occasioned by Tenant’s use of the Premises that distribute within or the Premises electricity Property, any act or water beyond the initial point omission of entry Tenant or Tenant’s Representatives or Invitees or Tenant’s Alterations, subject to Section 11.3 concerning waiver of such systems into subrogation rights. Landlord shall be under no obligation to inspect the Premises. Except as provided Tenant shall promptly report in Article 11, there shall be no abatement of Rent, nor shall there be writing to Landlord any liability condition known to Tenant which Landlord is required to repair. As a material part of the “Landlord Parties” (as defined below)consideration for this Lease, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit any benefits of any Laws granting it applicable existing or future Law, including the right provisions of California Civil Code Sections 1932(1), 1941 and 1942, that allows a tenant to make repairs at Landlordits landlord’s expense. Notwithstanding any of the terms and conditions set forth in this Lease to the contrary, if Tenant provides Notice (or oral notice in the event of an “Emergency,” as that term is defined, below) to place a lien upon Landlord of an event or circumstance which requires the property action of Landlord with respect to repair and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed maintenance required to be performed by Landlord hereunder, which event or circumstance with respect to the Building Systems or structural portions of the Building materially adversely affects the conduct of Tenant’s business from the Premises, and Landlord fails to commence corrective action within a reasonable period of time, given the circumstances, after the receipt of such Notice, but in any event not later than thirty (30) days after receipt of such Notice, then Tenant may proceed to take the required action upon delivery of an additional ten (10) Business Days’ Notice to Landlord specifying that Tenant is taking such required action (provided, however, that the initial thirty (30) day Notice and the subsequent ten (10) day Notice shall not be required in the event of an Emergency) and if such action was required under the terms and conditions of this Lease to be taken by Landlord and was not commenced by Landlord within such ten (10) Business Day period (or sooner in the case of Emergency) and thereafter diligently pursued to completion, then Tenant shall be entitled to prompt reimbursement by Landlord of Tenant’s reasonable costs and expenses in taking such action. Promptly following completion of any work taken by Tenant pursuant to the provisions terms and conditions of this LeaseSection 7.2, Tenant shall deliver a detailed invoice of the work completed, the materials used and the costs relating thereto, and within thirty (30) days after receipt of Tenant’s invoice, Landlord shall either pay the same or provide a written objection to the payment of such invoice, setting forth with reasonable particularity Landlord’s reasons for its claim that such action did not have to be taken by Landlord pursuant to the terms and conditions of this Lease or that the charges are excessive (in which case Landlord shall pay the amount it contends would not have been commercially reasonable). If Landlord fails to pay Tenant in a timely fashion the reasonable amount owed as a result of Tenant’s exercise of its rights under this paragraph, then Tenant may withhold such amount from future Base Rent and Additional Rent until Tenant is reimbursed in full for the sum plus interest at the Interest Rate. As used herein, an “Emergency” shall mean an event threatening immediate and material danger to people located in the Building or immediate, material damage to the Building, Building Systems or Alterations, or creates a realistic possibility of an immediate and material interference with, or immediate and material interruption of a material aspect of Tenant’s business operations.

Landlord’s Obligations. Subject (1) Notwithstanding anything in this Lease to Section 7.1 above the contrary, Landlord, at its expense (and not as an Expense), shall be responsible for correcting any violations of applicable laws with respect to Article 11 the Premises that arise out of the Base Building Core and Article 13 hereofShell Work, to the extent such applicable laws are in effect (as interpreted and enforced) as of the Initial Commencement Date. Notwithstanding the foregoing, Landlord shall maintain and make all necessary repairs have the right to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Buildingcontest any alleged violation in good faith, including, without limitation, the entire HVAC system right to apply for and obtain a waiver or deferment of compliance, the right to assert any and all defenses allowed by applicable laws and the right to appeal any decisions, judgments or rulings to the fullest extent permitted by applicable laws. Landlord, after the exhaustion of any and all rights to appeal or contest, will make all repairs, additions, alterations or improvements necessary to comply with the terms of any final order or judgment. Any costs and expenses incurred by Landlord in connection with compliance with laws applicable to the Project may be included in Expenses (subject to the limitations set forth in Paragraph 4 above) and except to the extent expressly set forth above as a Landlord cost. Tenant, not Landlord, shall be responsible for any claims brought under any provision of the Americans with Disabilities Act (other than Title III thereof) and for the correction of any violations that arise out of or in connection with the specific nature of Tenant’s business in the Premises, the acts or omissions of Tenant or any agents, employees, contractors, representatives or invitees of Tenant (but excluding any acts or omissions that are normal and customary in a typical general office use), Tenant’s arrangement of any furniture, equipment or other property in the Premises, any repairs, alterations, additions or improvements performed by or on behalf of Tenant (other than the Base Building Core and Shell Work) and any design or configuration of the Premises. (2) Landlord shall comply with all applicable laws relating to the structural elements of the Building, the common areas of the Building and the PremisesBuilding Systems, and also provided that compliance with such applicable laws is not the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems responsibility of the Building up Tenant under this Lease. Landlord shall be permitted to include in Expenses any costs or expenses incurred by Landlord under this Paragraph 10.B(2) to the point extent not prohibited by the terms of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseParagraph 4 above.

Landlord’s Obligations. Subject Except for Landlord’s obligation to Section 7.1 above construct any Landlord’s Work, Landlord’s obligations with respect to the HVAC system and as set forth in Sections 7.1(b), 12 and 13 of this Lease, the parties intend that Landlord shall have no obligation whatsoever to Article 11 repair and Article 13 hereofmaintain the Premises or any Alterations or equipment therein. Notwithstanding the foregoing, Landlord shall maintain keep in good condition and make all necessary repairs to and replacements of repair (a1) the “Building Systems” that service the Premisesfoundations, (b) the exterior walls, structural portions condition of the Buildinginterior bearing walls, (c) the and roof of the BuildingBuilding and other buildings in the Project, (d2) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, all plumbing, water, sewage and life-safety electrical systems of in the Building Project up to the point of connection of localized distribution exclusive service NNN Form 2021 CARLSBAD CORPORATE CENTER I - 336 October 1, 2021 -7- to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs premises in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into Project, including the Premises. Except as provided , and (3) the Common Areas, and all costs and expenses incurred by Landlord in Article 11, there connection therewith shall be no abatement of Rentincluded within Operating Expenses, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed provided in this Lease. Landlord shall have no obligation to be performed by make repairs under this Section until a reasonable time after receipt of written notice from Tenant of the need for such repairs. Notwithstanding the foregoing, to the extent any of the foregoing maintenance or repairs are required as a result of any act, neglect, fault or omission of Tenant or any of Tenant’s Representatives, Tenant shall pay to Landlord pursuant to the costs of such maintenance, repairs or replacements and the provisions of this LeaseSection 10.6 shall not apply to such reimbursement obligation; however, if Landlord’s insurance covers such maintenance or repair, then Tenant shall only be responsible for reimbursing Landlord for the cost of such maintenance or repair in an amount not to exceed the amount of Landlord’s deductible under such insurance.

Landlord’s Obligations. Subject (a) Landlord, at its expense (but subject to recoupment to the extent permitted in Article 6 herein), shall keep and maintain the Common Areas and the Structural Elements (other than the areas of the Premises that Tenant is obligated to keep and maintain in accordance with the provisions of Section 10.1 above) in good working order, condition and repair, as a first class office building, consistent with the standards of Comparable Buildings and shall make all repairs and replacements (if necessary), structural and otherwise, interior and exterior, as and when needed in or about the Building, except for (i) those repairs for which Tenant is responsible pursuant to any other provision of this Lease, including but not limited to Section 7.1 above 10.1 above; (ii) repairs to Tenant’s Property; and (iii) repairs to Article 11 and Article 13 hereofother leased premises which are the obligation of the tenant thereof (Landlord being obligated to enforce such obligation to the extent the same affects the Premises or Tenant’s rights hereunder); provided, however, that Landlord shall have no obligation or liability for repairs in the Premises until receipt of notice from Tenant specifying the repairs required, except in the case of emergencies where the notice may be by telephone (or otherwise orally by a duly authorized officer), thereafter promptly followed by a written notice. Additionally, Landlord shall maintain enforce its rights under the REA to require that the Park be kept and make all necessary repairs to maintained in good working order, condition and replacements of (a) the “Building Systems” that service the Premises, repair. (b) Tenant shall reimburse Landlord, as Additional Rent, for the structural portions reasonable cost of the Buildingfollowing: (i) any repairs or replacements necessitated or occasioned by the acts, omissions or negligence (csubject to the waiver of subrogation provisions contained in Article 7) the roof of Tenant or any of the BuildingTenant Parties, or (dii) within a reasonable period following receipt of notice of any repairs or replacements necessitated or occasioned by or resulting from Alterations to the need for repair and replacement from Premises made by Tenant, ; or (iii) any repairs made to the exterior walls and windows Base Building Systems necessitated or occasioned by the acts (other than the ordinary use of the Premises and (e) by Tenant as permitted under the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision terms of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements and subject to the Premises waiver of subrogation provisions contained in Article 7), omissions or negligence of Tenant or any of Tenant’s Representatives; provided, however, that, notwithstanding anything to the Project except as otherwise expressly agreed contrary herein, Tenant shall not be liable in any way for any repair or replacement required due to a fire or other casualty that was covered by the insurance to be performed maintained by Landlord pursuant to the provisions of under this LeaseLease for which subrogation has been waived.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11Seven (Damage or Destruction) and Article Eight (Condemnation), there Landlord shall be no abatement of Rentkeep the following in good order, nor shall there be any liability condition and repair: the foundations, exterior walls and roof and other structural elements of the “Property (including painting the exterior surface of the exterior walls of the Property not more often than once every five (5) years, if necessary) and all components of electrical, mechanical, plumbing, heating and air conditioning systems and facilities located in the Property which are concealed or used in common by tenants of the Project. However, Landlord Parties” (as defined below)shall not be obligated to maintain or repair windows, by reason doors, plate glass or the interior surfaces of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising exterior walls. Landlord shall make repairs under this Section 6.03 within a reasonable time after receipt of written notice from Tenant of the making of, or failure to make, any maintenance or need for such repairs, alterations or improvements in or to . If any portion of the Building and/or Property or any system or equipment in the ProjectProperty which Landlord is obligated to repair cannot be fully repaired or restored, Landlord shall promptly replace such portion of the Property or system or equipment in the Property, regardless of whether the benefit of such replacement extends beyond the Lease Term; but if the benefit or useful life of such replacement extends beyond the Lease Term (as such term may be extended by exercise of any options), the useful life of such replacement shall be prorated over the remaining portion of the Lease Term (as extended), and Tenant shall be liable only for that portion of the cost which is applicable to the Lease Term (as extended). (b) Tenant shall pay or reimburse Landlord for all costs Landlord incurs under Paragraph 6.03(a) above as Common Area costs as provided for in Section 4.05 of the Lease. Tenant hereby waives the benefit of any Laws granting it statute in effect now or in the future which might give Tenant the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitationdue to Landlord's failure to keep the Property in good order, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasecondition and repair.

Landlord’s Obligations. Subject Landlord agrees to Section 7.1 above repair and to Article 11 maintain in good condition and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) working order the structural portions of the BuildingBuilding and the plumbing, heating, ventilating, air conditioning, elevator and electrical systems installed or furnished by Landlord, unless such maintenance and repairs are (ci) attributable to items installed in Tenant’s Premises which are above standard interior improvements (such as, for example, custom lighting, special HVAC and/or electrical panels or systems, kitchen or restroom facilities and appliances constructed or installed within Tenant’s Premises) or (ii) caused in part or in whole by the roof act, neglect or omission of any duty by Tenant, its agents, servants, employees or invitees, in which case Tenant will pay to Landlord as direct reimbursement and not as part of shared Operating Expenses, as additional rent, the Building, (d) within a reasonable period following receipt cost of such maintenance and repairs. Landlord will not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premisesrepairs or maintenance is given to Landlord by Tenant. Except as provided in Article 11Paragraph 20, there shall Tenant will not be no entitled to any abatement of Rent, nor shall there be rent and Landlord will not have any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s business or operations arising from the making of, or failure to make, of any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or or the ProjectPremises or in or to fixtures, appurtenances and equipment therein. Landlord shall use commercially reasonable efforts to minimize any unreasonable interference with Tenant’s use and enjoyment of the Premises. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expenseexpense under any law, to place a lien upon the property of Landlord and/or upon Rent due Landlordstatute, ordinance, rule, regulation, order or the right to terminate this Lease or withhold Rent on account of any Landlord default ruling (including including, without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseCalifornia Civil Code Sections 1941 and 1942 and any successor statutes or laws of a similar nature).

Landlord’s Obligations. Landlord shall keep the Building and the Common Areas on the Building Property in good working order and repair and in a safe, clean and neat condition. Subject to Section 7.1 above and to Article 11 and Article 13 hereof9.2, below, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premisesrepairs, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice from Tenant (or in the case of emergency, after such oral or written notice, if any, as may be practical under the need for repair and replacement from Tenantcircumstances), to the Building Structure (including the exterior walls walls, exterior doors and windows of the Premises Building), the Building Systems, and (e) the Common Areas. The term “If, during the Term (as it may be renewed), Tenant experiences any damage within the Premises due to any water seepage through the parapet wall at the raised planter, subject to the provisions of Section 11.5, Landlord shall promptly, at Landlord’s sole cost, repair, or replace if necessary, such damage and shall repair the Building Systems” Structure and/or Building Systems to correct such water intrusion, and such costs shall mean not be reimbursable as Operating Expenses or Additional Rent. Without limiting the service systems generality of the Buildingforegoing, Landlord covenants and agrees to enforce all of Landlord’s rights and remedies against Healthy Buildings International, Inc., as issuer of the Mold Assessment Report and Clearance Document issued September 9, 2008, for Tenant’s benefit, in the event of any inaccuracy in the subject report or any water seepage, damage or other problem which arises during the Term and is covered by the subject report. To the extent such maintenance and repair is required due to the act (other than ordinary use as contemplated by this Lease), neglect, misuse, or fault of Tenant, its agents, employees, contractors, licensees or invitees, Tenant shall pay to Landlord the cost of such maintenance and repairs except to the extent Tenant has been relieved of such liability pursuant to this Lease, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution under Section 11.5. Landlord shall perform all repairs to the Premises (it being understood that and the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point Property (including correction of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability latent defects and repairs of the “Landlord Parties” Leasehold Improvements (as defined belowin Section 11.2.1), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project ) except as otherwise expressly agreed to be performed by Landlord Tenant pursuant to the provisions Section 9.2 of this Lease. The cost of such repairs performed by Landlord shall be included in Operating Expenses, unless such cost is subject to exclusion pursuant to Section 4.2.4 above. With respect to Landlord’s repair of damage to Leasehold Improvements which are required to be insured by Tenant pursuant to Section 11.2.1, Tenant shall assign and make available such proceeds to Landlord as a condition precedent to Landlord’s obligation to perform such repairs, and Tenant shall be responsible for any deductible under such insurance or failure to provide the required insurance. As a material inducement to Landlord entering into this Lease, Tenant agrees that Tenant’s sole right to make repairs at Landlord’s expense shall be as set forth in Section 9.4 below, and Tenant hereby waives and releases its right to make repairs at Landlord’s expense under Section 1942 of the California Civil Code or under any other law, statute or ordinance now or hereafter in effect, and Tenant waives and releases the right to terminate this Lease under Section 1932(1) of the California Civil Code or any similar or successor statute.

Landlord’s Obligations. Subject Landlord agrees to Section 7.1 above repair and to Article 11 and Article 13 hereof, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) including the roof of the Buildingfoundations, (d) within a reasonable period following receipt of notice of the need for repair bearing and replacement from Tenant, the exterior walls (excluding glass), subflooring and windows roof (excluding skylights), and the unexposed electrical, plumbing and sewer systems, including those portions of such systems which are outside the Premises Premises, gutters and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for downspouts on the Building and the Premisesheating, ventilating and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety air conditioning systems of the Building up to the point of connection of localized distribution to which serve the Premises (provided that it being understood that shall be the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord Tenant’s obligation to maintain a service contract on the HVAC unit(s) as set forth in Section 14.(b) below), unless such maintenance and repairs are caused in part or repair in whole by the systems within act, neglect or omission of any duty by Tenant, its agents, servants, employees or invitees, in which case Tenant will pay to Landlord, as additional rent, the Premises that distribute within the Premises electricity or water beyond the initial point of entry reasonable cost of such systems into maintenance and repairs. Landlord’s obligation with respect to the PremisesHVAC unit(s) shall be limited to the replacement of such units if such replacement is necessary despite Tenant’s maintenance efforts. The costs of maintenance and repairs performed by Landlord will be included in Operating Expenses. Except as provided in Article 11this Subparagraph 14(a), there Landlord has no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof. Landlord will not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. Tenant will not be no entitled to any abatement of Rent, nor shall there be rent and Landlord will not have any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s business or operations arising from the making of, or failure to make, of any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or or the ProjectPremises or in or to fixtures, appurtenances and equipment therein. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expenseexpense under any law, to place a lien upon the property of Landlord and/or upon Rent due Landlordstatute, ordinance, rule, regulation, order or the right to terminate this Lease or withhold Rent on account of any Landlord default ruling (including including, without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the extent the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to are located in California, the provisions of this LeaseCalifornia Civil Code Sections 1941 and 1942 and any successor statutes or laws of a similar nature).

Landlord’s Obligations. Landlord shall endeavor to keep the Common Areas of the Building and the Project in a clean and neat condition. Subject to Section 7.1 above and to Article 11 and Article 13 hereof9.2 below, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premisesrepairs, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement therefor from Tenant, to the foundation, roof, and all structural aspects of the Building (collectively, the “Building Structure”), exterior walls doors and windows of the Premises Building, and (e) the Common Areas. The term “Building Systems” shall mean the service systems to public corridors and other public areas of the BuildingProject not constituting a portion of any tenant’s premises and shall use commercially reasonable efforts to keep all Building Systems used by Tenant in common with other tenants in reasonable condition and repair, includingreasonable wear and tear excepted. Notwithstanding the foregoing, without limitationTenant shall be solely responsible for the repair and maintenance of, and all damage to, the entire HVAC system for Building or the Project (or any component thereof) resulting from the design and operation of all improvements which are not Building and Standard improvements (described in the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to Work Letter Agreement) in or serving the Premises installed at the request of Tenant (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premisesregardless of whether installed by Landlord, its agents or contractors or third party contractors). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 1112, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below)Landlord, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the ProjectBuilding. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expenseexpense under Sections 1941 and 1942 of the California Civil Code, to place a lien upon the property of Landlord and/or upon Rent due Landlordand under all other similar laws, statutes or the right to terminate this Lease ordinances now or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs)hereafter in effect. No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations Alterations or improvements decorations to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof12, Landlord shall repair and maintain with reasonable diligence after notice from Tenant the Building structures and make all necessary repairs to Building Systems in a manner consistent with that of a reasonably prudent building owner of a first-class office building in the Santa M▇▇▇▇▇/West Los Angeles area (including, without limitation, the Building’s HVAC system in accordance with the recommended maintenance specifications therefor). To the extent such maintenance and replacements of repair is required (a) by modifications to the “Building Systems” that service and/or Building Systems made by or at the Premisesdirection of Tenant, or (b) due to the structural portions act (other than ordinary use as contemplated by this Lease), neglect, misuse, or fault of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, its agents, employees, contractors, licensees or invitees, Tenant shall pay to Landlord the exterior walls cost of such maintenance and windows repairs except to the extent Tenant has been relieved of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Buildingsuch liability pursuant to this Lease, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this under Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises11.5. Except as provided in Article 11Articles 6 and 12, there shall be no abatement of Rentrent with respect to, nor and Landlord shall there not be any liability of the “Landlord Parties” (as defined below)liable for, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations maintenance, alteration or improvements improvement in or to any portion of the Building and/or Project or the Building, including the Premises. Further, neither Landlord nor any member, manager, partner, director, officer, agent or employee of Landlord shall be liable for any damage caused by other lessees or persons in or about the Project. Tenant hereby waives the benefit , or for any consequential damages arising out of any Laws granting it loss of use of the Premises or any equipment or facilities therein by Tenant or any person claiming through or under Tenant. As a material inducement to Landlord entering into this Lease, Tenant waives and releases its right to make repairs at Landlord’s expenseexpense under Section 1942 of the California Civil Code or under any other law, to place a lien upon the property of Landlord and/or upon Rent due Landlordstatute or ordinance now or hereafter in effect, or and Tenant waives and releases the right to terminate this Lease under Section 1932(1) of the California Civil Code or withhold Rent on account of any similar or successor statute. Subject to the foregoing, Landlord default (including without limitation, shall endeavor to cause the failure of Landlord least disruption practicable to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any Tenant while making repairs, alterations or improvements to the Project. If reasonably requested by Tenant, such activities by Landlord which materially affect the Premises or the Project except as otherwise expressly agreed to access thereto shall be performed by Landlord pursuant outside of Normal Working Hours to the provisions of this Leaseextent practicable.

Landlord’s Obligations. Subject Notwithstanding paragraph 9.1, Landlord shall, at its sole cost and expense, repair and maintain only the roof structure, the structural floor and foundations, and the exterior structural walls (excluding painting) in good order and repair, except that Tenant shall repair and pay for any damage thereto caused by Tenant or Tenant's employees, agents or invitees, or by Tenant's default hereunder. Tenant shall immediately give Landlord written notice of any defect or need of repair after which Landlord shall have reasonable opportunity to Section 7.1 above repair same or cure such defect. Landlord's liability hereunder shall be limited to the cost of such repairs or curing such defect. Landlord shall not be liable for damage to Tenant's improvements, fixtures, inventory and equipment within the Premises. In the event of failure by Landlord to Article perform its covenants and obligations to repair and maintain the Premises under this paragraph 9.4, Tenant may, at its option, after ten (10) days written notice, or in an emergency, any other notice (verbal or written) that is reasonable under the circumstances, proceed to make such repairs or perform such maintenance and be reimbursed by Landlord ten (10) days after demand by Tenant. If Landlord fails to pay Tenant when due any sum owing hereunder interest at two points over the Bank of America prime rate announced from time to time shall accrue on such sum. (a) (relating to Landlord's warranty), this paragraph 9.4 and paragraph 11 and Article 13 hereof(relating to destruction of the Premises), Landlord shall have no obligation, in any manner whatsoever, to repair, replace and maintain and make the Premises or the Improvements located thereon or the equipment therein, whether structural or nonstructural, all necessary repairs of which obligations are intended to and replacements of (a) the “Building Systems” be that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Projectunder paragraph 9.1 hereof. Tenant hereby expressly waives the benefit of any Laws granting it statute or law now or hereinafter in effect which would otherwise afford Tenant the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense or the right to terminate this Lease or withhold Rent on account because of Landlord's failure to keep the Premises in good order, condition and repair, but Tenant's waiver shall not relieve Landlord of any express contractual repair obligations placed on Landlord default (including without limitationby this Lease. Notwithstanding the foregoing, should Landlord receive any warranties or guaranties of any materials, equipment or workmanship and such warranty or guaranty is applicable to portions of the failure of Premises for which Tenant is liable to repair and maintain as required hereunder, Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements enforce such warranties to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leasefullest possible extent.

Landlord’s Obligations. Subject Landlord acknowledges and agrees that: (i) This Contract is limited to Section 7.1 above the financial performance of those Tenants residing at the Premises as described in the Tenancy Agreement; (ii) Landlord’s approval of the Tenancy Agreement and acceptance of Tenant(s) shall constitute confirmation of Landlord’s understanding and agreement to Article 11 and Article 13 hereof, the terms of this Contract; (iii) Landlord shall maintain provide UIG with written notice of all changes in the Tenancy Agreement that are made during the term of this Contract and make any renewal periods; (iv) within ten(10) days following service, Landlord, or its successor-in-interest shall also provide UIG copies of all necessary repairs to preliminary notices served on Tenant(s) that are required for the filing of eviction proceedings against Tenant(s) and replacements any other occupants of (a) the “Building Systems” that service the Premises, including co-signors, if any; (bv) any action filed by Landlord, or its successor-in-interest, on the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows Tenancy Agreement shall name as defendants all known occupants of the Premises and (e) during the Common Areas. The term “Building Systems” shall mean the service systems period of the Building, including, without limitation, the entire HVAC system for the Building and the PremisesTenancy Agreement, and also shall seek to impose joint and several liability against said all responsible parties. Landlord, or its successor-in-interest, shall be eligible to submit a claim seeking payment by UIG following the mechanicalexpiration of the time for Tenant(s) to appeal the Judgment, gasor upon written notification and verification that any appeal by Tenant(s) of the Judgment has been resolved in favor of Landlord, steam, electrical, sanitary, elevator, plumbingwhichever first occurs. Upon submittal of a claim, and lifeas a condition of payment, Landlord, or its successor-safety systems in-interest, shall provide UIG with: (i) a complete copy of the Building up Judgment; (ii) a complete, irrevocable, and unconditional assignment of the Judgment; (iii) complete copies of all original applications to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain rent or repair the systems within lease the Premises that distribute within were received from Tenant(s); and (iv) such other documents as are reasonably required in order to complete the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability assignment of the “Landlord Parties” (as defined below), Judgment to UIG. Upon payment by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure UIG to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or its successor-in-interest, UIG shall have all rights to enforcement and collection of the right Judgment in addition to terminate this Lease all post judgment costs and fees to which the judgment creditor is entitled, without any further obligation to Landlord or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseits successor-in-interest.

Landlord’s Obligations. Subject to Section 7.1 above the provisions of subparagraph(b) and paragraphs 23 and 24 below, and except for damage caused by any negligent or intentional act or omission of Tenant or any of Tenant's employees, suppliers, shippers, customers, or invitees, in which event Tenant shall repair the damage, Landlord, at Landlord's expense, subject to Article 11 reimbursement pursuant to paragraph 4 above, shall keep in good condition and Article 13 hereofrepair the foundations, exterior walls, structural condition of interior bearing walls, and roof of the Premises, as well as the parking lots, walkways, driveways, landscaping, fences, signs, and utility installations of the Common Areas, and shall provide the services for which Operating Expenses are payable pursuant to paragraph 3. Except for obligations specifically undertaken by Landlord in this subparagraph (a), Landlord shall have no obligation, in any manner whatsoever, to repair or maintain and the Premises. Landlord shall have no obligation to make all necessary repairs to and replacements of under this subparagraph (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within until a reasonable period following time after receipt of written notice from Tenant of the need for repair and replacement from Tenant, the exterior walls and windows such repairs. In no event shall Landlord be liable for damages or loss of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain kind or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), nature by reason of Landlord's failure to furnish any injury toCommon Area services when such failure is caused by accident, breakage, repairs, strikes, lockout, or damage suffered by Tenant, including without limitation, other labor disturbances or disputes of any inconvenience tocharacter, or interference with, Tenant’s business or operations arising from by any other cause beyond the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion reasonable control of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject Landlord shall, subject to Section 7.1 above the following limitations, repair damage to the roof (including the roof membrane), and to Article 11 the foundation and Article 13 hereofload-bearing portions of walls (excluding wall coverings, painting, glass and doors) of the Building; provided, if such damage is caused by an act or omission of Tenant or the Tenant Parties, then such repairs shall be at Tenant’s sole expense. Landlord shall maintain and not be required to make all necessary repairs any repair resulting from (i) any alteration or modification to and replacements the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, (aii) the “installation, use or operation of Tenant’s property, fixtures and equipment, (iii) the moving of Tenant’s property in or out of the Building Systems” that service or in and about the Premises, (biv) Tenant’s use or occupancy of the Premises in violation of Article 5 of this Lease, (v) the structural portions acts or omissions of Tenant or the BuildingTenant Parties, (cvi) the roof fire and other casualty, except as provided by Article 11 of the Buildingthis Lease or (vii) condemnation, (d) within except as provided in Article 13 of this Lease. Landlord shall have no obligation to make repairs under this Section 7.2 until a reasonable period following time after receipt of written notice from Tenant of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areassuch repairs. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there There shall be no abatement of RentRent during the performance of such work. Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor shall there be for any liability damage that may result from interruption of Tenant’s use of the “Landlord Parties” (as defined below)Premises during any repairs by Landlord. Tenant waives any right to repair the Premises, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives Common Area at the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property expense of Landlord and/or upon Rent due Landlordunder any applicable governmental laws, ordinances, statutes, orders or the right to terminate this Lease regulations now or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as hereafter in effect which might otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Leaseapply.

Landlord’s Obligations. Subject to Section 7.1 above Landlord, at Landlord’s sole cost and to Article 11 expense (which cost shall not be reimbursed as part of Operating Expenses nor made the obligation of Tenant hereunder), shall maintain, repair, and Article 13 hereofreplace the exterior walls, roof structure, foundation, structural columns and structural beams of the Building (the “Building Structure”) in good condition and repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, its agents and contractors excluded. Landlord shall also, at Tenant’s sole cost and expense (which cost shall be reimbursed as part of Operating Expenses), maintain, repair, and replace the Exterior Premises and fire sprinklers and fire protection systems. In addition, Landlord shall maintain and make all necessary capital repairs to and replacements of (a) to the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair such costs to be amortized and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areascharged to Tenant as provided in Paragraph 6. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems "walls" as used in this Paragraph 10 shall not include windows, glass or plate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or office entries. Tenant shall promptly give Landlord written notice of any systems that repair required by Landlord pursuant to this Paragraph 10, after which Landlord shall have a reasonable opportunity to repair. Tenant installs expressly waives the benefit of any current or futures statute in effect which relate to Landlord repair obligations to the Premises)extent it is inconsistent with the terms of this Lease. Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there There shall be no abatement of Rent, nor shall there be any rent and no liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, to or interference with, with Tenant’s 's business or operations arising from the making of, or failure to make, of any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or Premises or in or to fixtures, appurtenances and equipment therein. Without limiting the Project. foregoing, except as set forth in Paragraph 10(b) below, Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense's expense under any law, to place a lien upon the property of Landlord and/or upon Rent due Landlord, statute or the right to terminate this Lease ordinance now or withhold Rent on account of any Landlord default hereafter in effect (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseCalifornia Civil Code Section 1942 and any successive sections or statutes of a similar nature).

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereofExcept as otherwise provided in this Lease, Landlord shall maintain agrees to keep in good order, condition and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Building, including, without limitation, the entire HVAC system for the Building and the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11roof, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” Structure (as defined below), the exterior walls of the Building (including exterior window units and glass and exterior doors and related glass) and all shared Building Systems. As used herein, “Structure” means the load bearing portions of the walls, columns, beams, concrete slab, footings and structural beams of the roof, in each case as necessary to preserve the load bearing capacity thereof. Landlord also agrees, to the extent practicable, to (a) keep and maintain all Common Facilities in a good and clean order, condition and repair, (b) keep all access roads, driveways, pedestrian walkways, and parking areas on the Property reasonably free of snow and ice and free of accumulation of dirt and rubbish, as and to the level, extent and scope required by reason Applicable Laws, and (c) keep and maintain all landscaped areas on the Property in a neat and orderly condition. Notwithstanding the foregoing, Landlord shall have no obligation to maintain, repair or replace (i) Tenant’s Alterations, (ii) Tenant’s Removable Property, (iii) the Tenant’s Work, (iv) any such equipment or Building Systems located within the Premises, or located elsewhere on the Property and serving the Premises exclusively, or (v) any supplemental equipment or Building Systems installed by Tenant or at Tenant’s request or as a result of Tenant’s requirements in excess of building standard design criteria (collectively, “Tenant’s Exclusive Facilities”). Landlord reserves the right, exercisable by itself or its employees, agents or contractors, at any injury time and from time to time without the same constituting an actual or constructive eviction and without incurring any liability to Tenant therefor or otherwise affecting Tenant’s obligations under this Lease, and, except in the event of an emergency, upon prior written notice to Tenant, to make such changes, alterations, additions, improvements, repairs or replacements in or to the Building (including the Premises) and the fixtures and equipment of the Building, as well as in or to the street entrances, halls, passages, elevators, and stairways of the Building, as it may deem necessary or desirable, and to change the arrangement and/or location of entrances or passageways, doors and doorways, corridors, elevators, stairs, toilets or other public parts of the Building; provided, however, that there be no unreasonable obstruction of the right of access to, or damage suffered material interference with the use and enjoyment of, the Premises by Tenant, including without limitationexcept temporarily during construction or other work. Landlord shall perform such activities in a manner which minimizes disruption of the business operations conducted within the Premises, except that Landlord shall not be obligated to employ labor at so-called “overtime” or other premium pay rates. Nothing contained in this ARTICLE 9 shall be deemed to relieve Tenant of any inconvenience toduty, obligation or interference withliability of Tenant with respect to making or causing to be made any repair, replacement or improvement or complying with any law, order or requirement of any Governmental Authority. Neither the Lease, nor any use by Tenant’s business , shall give Tenant any right or operations arising from easement or the making of, use of any door or failure to make, any maintenance passage or repairs, alterations or improvements in any concourse connecting with any other building or to any portion public convenience, and the use of such doors, passages, concourses and such other conveniences may be regulated or discontinued at any time and from time to time by Landlord without notice to Tenant and without affecting the obligations of Tenant hereunder and without Landlord incurring any liability to Tenant therefor. Landlord shall not be responsible to make any improvements or repairs to the Building other than as expressly provided in this Section 9.1, unless expressly provided otherwise in this Lease. Notwithstanding any provision herein to the contrary, Landlord shall in no event be responsible for (i) the repair of glass in the Premises, the doors (or related glass and finish work) leading to the Premises, or (ii) any condition in the Premises, the Building or the Property caused by any negligent act or omission or willful misconduct of Tenant or any of Tenant’s Agents, invitees or independent contractors. Landlord shall never be liable for any failure to perform any of its maintenance, repair or replacement obligations under this Lease unless Tenant has given written notice to Landlord of the Building and/or need to perform the Project. Tenant hereby waives same, and Landlord fails to commence to perform the benefit same within a reasonable time thereafter not to exceed thirty (30) days after Landlord’s receipt of such notice; provided, however, that if such failure is of such a nature that Landlord cannot reasonably remedy the same within such thirty (30) day period, then Landlord shall have an additional period to remedy same, so long as Landlord promptly commences (and in any event within such thirty (30) day period) and prosecutes such remedy to completion with diligence and continuity, and further provided that, in the event of any Laws granting it emergency resulting from Landlord’s failure to perform any of its maintenance, repair or replacement obligations under this Lease, Landlord shall, to the right extent reasonably practicable under the circumstances and subject to make repairs Force Majeure and ARTICLE 14 of this Lease, be obligated to act promptly to address the same following written notice from Tenant, which written notice, in the case of an emergency only, may be provided by Tenant by email to Landlord’s designated property manager for the Building from time to time so long as Tenant provides Landlord with written notice pursuant to the terms and provisions of this Lease immediately following such email notice to Landlord’s designated property manager for the Building who, as of the Effective Date, is ▇▇▇▇ ▇▇▇▇▇ at ▇▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇. Subject to Tenant’s obligations pursuant to Section 9.2 below with respect to the Premises and the Tenant’s Exclusive Facilities, Landlord shall, at Landlord’s expense, to place a lien upon comply with, and cause the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitationProperty, the failure Building and the Common Facilities generally (but specifically excluding any individual spaces within the Property and the Building that are leased to tenants, subtenants, licensees or any other occupants) to comply with, all Applicable Law and the standards recommended by the local Board of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements Fire Underwriters applicable to the Premises or Building and the Project except as otherwise expressly agreed to be performed by Landlord pursuant to current use thereof, and shall, at Landlord’s expense, timely obtain all permits, licenses and the provisions of this Leaselike required thereby.

Landlord’s Obligations. Landlord shall endeavor to keep the Common Areas of the Building and the Project in a clean and neat condition. Subject to Section 7.1 above and to Article 11 and Article 13 hereof9.2 below, Landlord shall maintain and make all necessary repairs to and replacements of (a) the “Building Systems” that service the Premisesrepairs, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need for repair and replacement therefor from Tenant, to the exterior walls walls, exterior doors and windows of the Premises Building, and (e) the Common Areas. The term “Building Systems” shall mean the service systems to public corridors and other public areas of the BuildingProject not constituting a portion of any tenant's premises and shall use commercially reasonable efforts to keep all Building Systems used by Tenant in common with other tenants in reasonable condition and repair, includingreasonable wear and tear excepted. Notwithstanding the foregoing, without limitationTenant shall be solely responsible for the repair and maintenance of, and all damage to, the entire HVAC system for Building or the Project (or any component thereof) resulting from the design and operation of all improvements which are not Building and Standard Installations (described in the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to Work Letter) in or serving the Premises installed at the request of Tenant (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premisesregardless of whether installed by Landlord, its agents or contractors or third party contractors). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 1112, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below)Landlord, by reason of any injury to, or damage suffered by Tenant, including including, without limitation, any inconvenience to, or interference with, Tenant’s 's business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the ProjectBuilding. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, 's expense under any Laws now or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs)hereafter in effect. No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations Alterations or improvements decorations to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereof, Landlord shall maintain be obligated to keep and make all necessary repairs to and replacements maintain, as part of (a) the “Building Systems” that service services covered by the PremisesOperating Expenses, (b) the structural portions common areas of the Building, and the systems and facilities serving the Premises in good working order and shall make all repairs as and when needed in or about the common areas, except for those repairs for which Tenant is responsible pursuant to any of the provisions of this Lease. Tenant waives all claims against Landlord for damage to person or property arising for any reason except due to Landlord's gross negligence or willful misconduct. Landlord shall not be liable for any damage to Tenant's property caused by (a) water from bursting or leaking pipes or waste-water about the Property; (b) from an intentional or negligent act of any other tenant or occupant of the Building or the Property; (c) the roof fire, hurricane or other acts of the Building, God; (d) within a reasonable period following receipt of notice of the need for repair and replacement riots or vandals; or (e) from any other cause except due to Landlord's gross negligence or willful misconduct; all such risks shall be assumed by Tenant. Landlord shall not be required to furnish any services or facilities to, the exterior walls and windows or to make any repairs to or replacements or alterations of the Premises where necessitated due to the fault of Tenant, its officers, agents, invitees and (e) the Common Areasemployees, or other tenants and their agents or employees. The term “Building Systems” shall mean the service systems Additionally, Tenant waives any and all claims of any kind, nature or description against Landlord arising out of the Building, failure of Landlord from time to time to furnish any of the services requested to be furnished hereunder including, without limitation, the entire HVAC system for the Building and the Premisesair conditioning, heat, electricity, elevator service, and also the mechanicalrestroom facilities, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up except to the point extent such failure was actually caused by the gross negligence or willful misconduct of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this Lease.

Landlord’s Obligations. Subject to the remainder of this Section 7.1 above 6 and all provisions in this Lease relating to damage, destruction, or condemnation of the Leased Premises and to Article 11 and Article 13 hereofTenant's indemnification of Landlord, Landlord shall maintain maintain, repair, and keep in at least the same condition as of the Commencement Date (ordinary wear and tear excepted) the foundation, the roof, and exterior walls (excluding the interior surfaces of exterior walls, windows, window frames, and doors) of any building on the Commercial Property. If Landlord shall be called on to make all any such repairs occasioned by the negligent act or omission of Tenant, its employees, agents, servants, customers, and other invitees, the entire cost of such repair shall be borne by Tenant. It is the intention of the Parties that the terms of this Lease govern the respective obligations of the Parties as to maintenance and repair of the Leased Premises, and they expressly waive the benefit of any statute now or hereafter in effect to the extent it is inconsistent with the terms of this Lease. Landlord shall use reasonable efforts to cause any necessary repairs to and replacements of (a) the “Building Systems” be made promptly; provided, however, that service the Premisesprovided that Landlord is diligently pursuing such repairs in good faith, (b) the structural portions of the Building, (c) the roof of the Building, (d) within a reasonable period following receipt of notice of the need Landlord shall have no liability whatsoever for repair and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems of the Buildingany delays in causing such repairs to be made, including, without limitation, the entire HVAC system any liability for the Building and the Premisesinjury to or loss of Tenant's business, and also the mechanicalnor shall any delays entitle Tenant to any abatement of Rent or damages, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems or be deemed an eviction of the Building up Tenant in whole or in part. The performance of Landlord's obligations hereunder shall be subject to the point of connection of localized distribution delays attributable to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except force majeure as provided in Article 11, there shall be no abatement of Rent, nor shall there be any liability of the “Landlord Parties” (as defined below), by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due Landlord, or the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitation, the failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to the provisions of this LeaseSection 23.

Landlord’s Obligations. Subject Except for repairs and replacements to the Premises that Tenant must make under Section 7.1 above 9.1 above, and subject to Article 11 and Article 13 hereofthe provisions of Section 18 below, Landlord shall maintain pay for and make all necessary other repairs and/or replacements to the Premises and replacements of (a) the “Building Systems” that service the Premises, (b) the structural portions of the Building. Landlord shall commence such repairs and/or replacements within thirty (30) days of receiving, (c) the roof of the Buildingfrom Tenant, (d) within a reasonable period following receipt of written notice of the need for repair the repairs and/or replacements. Such repairs and replacement from Tenant, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” replacements shall mean the service systems of the Building, includinginclude, without limitation, the entire HVAC upkeep of the roof, roof structures and supports, ceilings, HVAC, sprinkler system, photovoltaic system (if and when installed), all utility systems (with the exception of any elements of the telecom/data system located within the Premises), gutters, downspouts, foundation, exterior walls, and all structural components of the Premises and the Building. Such obligations shall also include the repair, and maintenance in reasonably good order, of all parking areas, sidewalks, landscaping and other common areas, and drainage systems, within the EIC Facility, and all utility systems which serve the EIC Facility as a whole. Further, for the Building avoidance of doubt, in no event shall Landlord be required to repair or maintain Tenant’s Work or Tenant’s Property. Notwithstanding the generality of the foregoing, except for the basic after- hours alarm system described below, Tenant understands that Landlord shall have no obligation to arrange for or otherwise provide physical or other alarm or security services for any portion of the EIC Facility, including without limitation firewalls or other cyber-security for IT systems serving any portion of the EIC Facility, and agrees that Tenant shall be responsible, at its sole cost and expense, to pay for any such additional alarm system or security that it desires, all of which additional alarm or security arrangements shall be subject to the prior review and approval by Landlord. Without limiting the generality of the foregoing, Landlord may elect to provide certain additional alarm or security measures for the EIC Facility, such as keycard entry systems, security cameras, advanced alarm systems and/or third-party after-hours security services; Tenant shall fully cooperate with the implementation and operation of the basic alarm system described below and any other such alarm or security measures and agrees that, notwithstanding any provision to the contrary in this Sublease, neither Landlord, nor its officers, employees or agents, shall bear any liability or other responsibility with respect to the scope or effectiveness of, or any act or omission of contractors retained to implement or operate, any such alarm or security measures. Landlord agrees to install and maintain at the EIC Facility a basic alarm system, the purpose of which will be to detect unauthorized after-hours intrusions into interior spaces, which intrusions once detected send an alarm signal to a third party security contractor for further notification to Landlord and/or police. In the event of imminent threat to life or of substantial bodily injury or damage to property within the Premises, and also Tenant may give Landlord such notice as is practicable under the mechanical, gas, steam, electrical, sanitary, elevator, plumbingcircumstances, and life-safety systems of if Landlord fails to undertake to make such repairs immediately, Tenant may undertake such repairs and submit an invoice for the Building up reasonable costs thereof to the point of connection of localized distribution to the Premises (it being understood that the Building Systems shall not include any systems that Tenant installs in the Premises). Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premisesfor reimbursement. Except as provided in Article 11the immediately preceding sentence, there shall and except as may otherwise be no abatement of Rent, nor shall there approved by City Manager from time to time in writing in advance (which approval may be any liability of the “Landlord Parties” (as defined below), by reason of any injury togiven or withheld, or damage suffered by Tenantsubject to such conditions, including without limitation, as City Manager may in its sole and absolute discretion determine appropriate),Tenant waives any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building and/or the Project. Tenant hereby waives the benefit of any Laws granting it the right to make repairs at Landlord’s expense. Further, in no event shall any abatement of the Monthly Expense Payment result (except as provide in Section 18 below), nor shall any liability to place a lien Landlord accrue based upon any need arising for repairs or maintenance for which Landlord is responsible under this Section 9.2. Notwithstanding any provision to the property contrary, Landlord’s obligations under this Section shall not include making (a) any repair or improvement to the extent necessitated by the negligence or willful misconduct of Landlord and/or upon Rent due LandlordTenant, its officers, employees, agents, contractors, Licensees or others entering or using the right to terminate this Lease Premises through Tenant; or withhold Rent on account of (b) any Landlord default (including without limitation, the repair or improvement caused by Tenant’s failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform its obligations under this Sublease or under any repairs, alterations or improvements to the Premises or the Project except as otherwise expressly agreed to be performed by other agreement between Landlord pursuant to the provisions of this Leaseand Tenant.

Landlord’s Obligations. Subject to Section 7.1 above and to Article 11 and Article 13 hereofExcept as otherwise provided in this Lease, Landlord shall maintain agrees to keep in good order, condition and make repair the roof, Structure (as defined below) the exterior walls of the Building (including exterior window units and glass and exterior doors and related glass), all shared Building Systems and Landlord’s Work. As used herein, “Structure” means the load bearing portions of the walls, columns, beams, concrete slab, footings, and structural beams of the roof, in each case as necessary repairs to and replacements of preserve the load bearing capacity thereof. Landlord also agrees to (a) the “Building Systems” that service the Premiseskeep and maintain all Common Facilities in a good and clean order, condition and repair, (b) keep all driveways, pedestrian walkways, and parking areas on the structural portions Property reasonably free of snow and ice and free of accumulation of dirt and rubbish, and (c) keep and maintain all landscaped areas on the Property in a neat and orderly condition. Notwithstanding the foregoing, Landlord shall have no obligation to maintain, repair or replace (i) Tenant’s Removable Property, (ii) , any improvements to the Building or equipment located within the Premises, or located elsewhere on the Property and serving the Premises exclusively constructed or installed by Tenant, or (iii) any supplemental equipment or Building Systems installed by Tenant or at Tenant’s request or as a result of Tenant’s requirements in excess of building standard design criteria (collectively, “Tenant’s Exclusive Facilities”). Landlord reserves the right, exercisable by itself or its employees, agents or contractors, at any time and from time to time without the same constituting an actual or constructive eviction and without incurring any liability to Tenant therefor or otherwise affecting Tenant’s obligations under this Lease, and, except in the event of an emergency, upon prior written notice to Tenant, to make such changes, alterations, additions, improvements, repairs or replacements in or to the Building (including the Premises) and the fixtures and equipment of the Building, (c) as well as in or to the roof street entrances, halls, passages, elevators, and stairways of the Building, (d) within a reasonable period following receipt as it may deem necessary or desirable, and to change the arrangement and/or location of notice of the need for repair entrances or passageways, doors and replacement from Tenantdoorways, the exterior walls and windows of the Premises and (e) the Common Areas. The term “Building Systems” shall mean the service systems corridors, elevators, stairs, toilets, or other public parts of the Building; provided, includinghowever, without limitationthat Tenant is given reasonable advance notice of alterations or repairs, there be no unreasonable obstruction of the right of access to, or material interference with the use and enjoyment of, the entire HVAC system for Premises by Tenant, except temporarily during construction or other work and with reasonable alternative arrangements furnished during such construction at Landlord’s cost to mitigate the Building and effects of such disruption. Landlord shall perform such activities in a manner which minimizes disruption of the business operations conducted within the Premises, and also the mechanical, gas, steam, electrical, sanitary, elevator, plumbing, and life-safety systems of the Building up to the point of connection of localized distribution to the Premises (it being understood except that the Building Systems Landlord shall not include any systems that Tenant installs in the Premises)be obligated to employ labor at so-called “overtime” or other premium pay rates. Nothing contained in this Section 7.2 shall require Landlord to maintain or repair the systems within the Premises that distribute within the Premises electricity or water beyond the initial point of entry of such systems into the Premises. Except as provided in Article 11, there ARTICLE IX shall be no abatement deemed to relieve Tenant of Rentany duty, nor shall there be any obligation or liability of the “Landlord Parties” (as defined below)Tenant with respect to making or causing to be made any repair, by reason replacement or improvement or complying with any law, order or requirement of any injury to, governmental or damage suffered other authority. Neither this Lease nor any use by Tenant, including without limitation, Tenant shall give Tenant any inconvenience to, right or interference with, Tenant’s business easement or operations arising from the making of, use of any door or failure to make, any maintenance passage or repairs, alterations or improvements in any concourse connecting with any other building or to any portion public convenience, and the use of such doors, passages, concourses and such other conveniences may be regulated or discontinued at any time and from time to time by Landlord without notice to Tenant and without affecting the obligations of Tenant hereunder and without Landlord incurring any liability to Tenant therefor. Landlord shall not be responsible to make any improvements or repairs to the Building and/or other than as expressly provided in this Section 9.1, unless expressly provided otherwise in this Lease. Notwithstanding any provision herein to the Project. Tenant hereby waives contrary, Landlord shall in no event be responsible for any (i) repair of glass in the benefit of any Laws granting it Premises, the right doors (or related glass and finish work) leading to make repairs at Landlord’s expense, to place a lien upon the property of Landlord and/or upon Rent due LandlordPremises, or (ii) any condition in the right to terminate this Lease or withhold Rent on account of any Landlord default (including without limitationPremises, the Building or the Property caused by any act or neglect of Tenant or any of Tenant’s Agents, invitees or independent contractors. Landlord shall never be liable for any failure of Landlord to make repairs). No provision of this Lease shall be construed as obligating Landlord to perform any repairsof its maintenance, alterations repair or improvements replacement obligations under this Lease unless Tenant has given notice to Landlord of the Premises need to perform the same, and Landlord fails to commence to perform the same within a reasonable time thereafter, or the Project except as otherwise expressly agreed fails to be performed by Landlord pursuant proceed with reasonable diligence, competence or care to the provisions of this Leasecomplete such performance.