Common use of Landlord’s Obligations Clause in Contracts

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Building.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereofLandlord will, Landlord shall keep in good orderat its expense (a) maintain, condition replace and repair the foundation, roof, exterior walls, roof and other structural portions elements of the BuildingBuilding (including the foundations, structural components of the Common Areas, walls and the mechanical, electrical, plumbing structural columns and fire/life safety systems beams) and all utility lines and facilities serving the BuildingPremises that extend beyond the exterior walls of the Building in good condition, ordinary wear and tear excepted; and (b) make all capital repairs and replacements (but not ordinary maintenance and repairs) required to keep the driveways and parking areas on the Land in good condition, ordinary wear and tear excepted (including such resurfacing thereof as may from time to time be necessary and any restriping required in connection with such resurfacing); provided however, that subject to the penultimate sentence of SECTION 3.8, if the need for any such repair is caused by (i) Tenant or anyone claiming by or through Tenant; or (ii) the installation or removal of Tenant's property, regardless of fault or by whom such damage is caused (unless caused by Landlord, its agents, contractors, servants, employees or licensees), then, in any such case, subject to SECTION 9.4, Tenant agrees to reimburse Landlord for all costs and expenses incurred by Landlord in making any with respect to such repair. Landlord will commence repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which it is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. do hereunder as soon as reasonably practicable after receiving written notice from Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingnecessity of such repairs.

Landlord’s Obligations. Subject to the provisions of Sections 12 8.2 and 13 14 hereof, and except for damage caused by any negligent or intentional act or omission of Tenant, Tenant’s agents, employees, representatives, customers or invitees, in which event Tenant shall repair the damage, at its sole expense, Landlord shall keep in good order, condition and repair (a) the foundation, roof, exterior walls, and other structural portions of the Building, (b) the Common Areasbasic HVAC, and the mechanical, electrical, plumbing and fire/life safety electrical systems serving (provided, however, that Landlord’s obligation with respect to any such systems shall be to repair and maintain those portions of the Building; provided that systems located in the core of the Building or in other areas outside of the Premises, but Tenant shall be responsible to repair and maintain any distribution of such systems throughout the Premises), (ic) and those portions of the Building which are not occupied or leased by any tenant, and all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses (to the extent permitted) as defined in Section 5.26.2 hereof, and (ii) provided that Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding or any other tenant in the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesBuilding. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect (including, without limitation, the provisions of California Civil Code Sections 1932(1) and 1942 and any successive sections or statutes of a similar nature) which would otherwise afford Tenant the right to make repairs at Landlord’s expense or to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this SectionSection 10.1, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Building.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep repair and maintain the Common Facilities, subject to Tenant’s obligation to pay its Pro Rata Share of Operating Costs, as provided in good order, condition and repair Article 6. Landlord shall maintain the foundation, roof, exterior walls, the foundations and other structural portions of the BuildingPremises and any building of which the Premises are a part, but Tenant shall pay (a) the Common Areasfull costs of such maintenance, or an equitable share determined by Landlord if the Premises are part of a multi-tenant building, (b) the 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 plus fifteen percent (15%) of the cost thereof for Landlord’s overhead, and (c) any maintenance and repairs necessitated by breaking and entering of the mechanical, electrical, plumbing Premises. Tenant shall pay its share of such maintenance and fire/life safety systems serving the Building; provided that (i) all repair costs incurred by Landlord in making Landlord, to the extent such obligation exceeds any such repairs or performing such maintenance amount thereof impounded under Section 4.5, within fifteen (15) days after receipt of a statement from Landlord. There shall be Operating Expenses as defined in Section 5.2no abatement of rent, and no liability of Landlord, by reason of any injury to or interference with Tenant’s business arising from the making of any repairs, alterations, or improvements to any portion of the Premises or the Property. Except as provided in Article 18 (iiDamage and Destruction) and Article 17 (Condemnation), Landlord shall have absolutely no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required other responsibility to repair, at its sole expense, maintain or replace any damage to portion of the Premises or Building caused by at any negligent or intentional act or omission of Tenant, its employees, contractors, agentstime. Tenant waives the right to make repairs at Landlord’s expense under California Civil Code Section 1942, or invitees. Tenant hereby expressly waives the benefits of under any other law, statute or ordinance now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repaireffect. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to Landlords obligations under this Section 8.1 are not intended to alter or modify in a manner consistent with comparable office buildings in any way the vicinity provisions of the BuildingArticle 12.

Landlord’s Obligations. Subject Landlord agrees to repair and maintain the provisions of Sections 12 and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, Building and the mechanicalplumbing, electricalheating, plumbing ventilating, air conditioning, elevator and fire/life safety electrical systems serving installed or furnished by Landlord in the Building; provided that Building and the Premises, unless such maintenance and repairs are (i) all costs incurred 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) and identified on Exhibit "I" attached hereto, 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 reasonable cost of such maintenance and repairs. Landlord in making will not be liable for any failure to make any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is the obligation of Tenant under this Lease; and further given to Landlord by Tenant. Except as provided that notwithstanding the foregoingin Paragraph 20, Tenant shall will not be required entitled to repairany abatement of rent and Landlord will not have any liability by reason of any injury to or interference with Tenant's business arising from the making of any repairs, at its sole expense, alterations or improvements in or to any damage to portion of the Building or the Premises or Building caused by any negligent in or intentional act to fixtures, appurtenances and equipment therein unless the same is a direct result of Landlord's gross negligence or omission of Tenant, its employees, contractors, agents, or inviteeswillful misconduct. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of make repairs at Landlord’s failure 's expense under any law, statute, ordinance, rule, regulation, order or ruling (including, without limitation, to keep the extent the Premises are located in good orderCalifornia, condition the provisions of California Civil Code Sections 1941 and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make 1942 and any repairs successor statutes or improvements laws of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingsimilar nature).

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep in good orderrepair and maintain the Common Facilities, condition the roof (structure and repair membrane), the foundation, rooffoundations, exterior walls, walls and other structural portions of the Building, the Common Areas, Premises and the mechanicalBuilding. Tenant shall pay (a) subject to the terms and provisions of Section 6 above, electricalits Share of the costs of such maintenance, plumbing (b) the full amount of any maintenance and fire/life safety systems serving repairs necessitated by any negligence or willful misconduct of, or breach of this Lease by, Tenant or any of Tenant’s officers, agents, customers or invitees (plus ten percent (10%) of the Buildingcost thereof to reimburse Landlord for overhead); provided that and (ic) all any maintenance and repairs necessitated by breaking and entering of the Premises. Subject to the terms and provisions of Section 6 above, Tenant shall pay its Share of such maintenance and repair costs incurred by Landlord in making Landlord, to the extent such obligation exceeds any such repairs or performing such maintenance amount thereof impounded under Section 4.5, within fifteen (15) days after receipt of a statement from Landlord. There shall be Operating Expenses as defined in Section 5.2no abatement of rent, and (ii) Landlord shall have no obligation liability of Landlord, by reason of any injury to perform or interference with Tenant’s business arising from the making of any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoingrepairs, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agentsalterations, or invitees. Tenant hereby expressly waives the benefits improvements to any portion of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; , except to the extent caused by Landlord’s gross negligence or willful misconduct. Tenant expressly waives all rights to make repairs at the expense of Landlord or deduct any amounts from rent as provided that Landlord agrees that it will maintain the Buildingin any statute or ordinance now or hereafter in effect, including its rights under the Common Areas, pursuant to provisions of California Civil Code Sections 1941 and 1942. Landlord’s obligations under this Section 8.1 are not intended to alter or modify in a manner consistent with comparable office buildings in any way the vicinity provisions of the BuildingArticle 12.

Landlord’s Obligations. Subject to the provisions of Sections 12 (a) Except as provided in Article Seven (Damage or Destruction) and 13 hereof, Landlord shall keep in good order, condition Article Eight (Condemnation) and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing unless such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation or repairs are required because of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of TenantTenant or its agents, its employees, contractors, agents, customers or invitees, Landlord shall be responsible for and shall keep the following in good order, condition and repair: the foundations, exterior walls and roof of the Premises (including painting the exterior surface of the exterior walls of the Premises not more often than once every five (5) years, if necessary); the heating and air conditioning systems servicing the Premises (“HVAC System”); parking lot surfaces; Common Areas; and all components of electrical, mechanical, and plumbing located outside of the Premises which are used in common by tenants of the Project, reasonable wear and tear excluded. However, Landlord shall not be obligated to maintain or repair interior windows, doors, plate glass or the interior surfaces of exterior walls. Landlord shall make repairs under this Section 6.03 within a reasonable time after receipt of written notice from Tenant of the need for such repairs. In no event shall Tenant be entitled to undertake any such maintenance or repairs, whether at the expense of Tenant or Landlord, and Tenant hereby expressly waives the benefits of any statute law now or hereafter in effect which would otherwise afford provide Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingsuch right.

Landlord’s Obligations. Subject to the provisions of Sections 12 Section 4.3 (Operating Expenses), Section 6 (Use), Section 8.2 (Tenant's Obligations), Section 10.4 (Waiver of Subrogation) and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior wallsSection 15 (Damage or Destruction), and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any except for damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its Tenant's employees, contractorssuppliers, agentsshippers, customers, or invitees, in which event Tenant shall repair the damage, Landlord, at Landlord's expense shall keep in good condition and repair the foundations, exterior walls, structural condition of interior bearing walls, and roof of the Premises, as well as all plumbing, heating, ventilating, electrical and lighting facilities, and equipment provided by Landlord, together with the Common Areas and all parts thereof. Landlord shall not be obligated to paint the exterior or interior surface of exterior walls prior to Tenant's occupancy of the Premises except as provided in Section 7.1. Landlord shall have no obligation to make repairs under this Section until a reasonable time after receipt of written notice from Tenant of the need for such repairs. Tenant hereby expressly waives the benefits of any statute Laws now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord's expense or to terminate this Lease because of Landlord’s 's failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs liable for damages or improvements loss of any kindkind or nature by reason of Landlord's failure to furnish any Common Area services when such failure is caused by accident, inbreakage, uponrepairs, aboutstrikes, lockout, or to other labor disturbances or disputes of any character, or by any other cause beyond the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity reasonable control of the BuildingLandlord.

Landlord’s Obligations. Landlord shall keep the Common Areas of the Building and the Project in a clean and neat condition. Subject to the provisions of Sections 12 and 13 hereofSection 9.2, below, Landlord shall keep in good ordermake all necessary repairs, condition and repair within a reasonable period following receipt of notice of the foundationneed therefor from Tenant, roof, to the exterior walls, exterior doors and other structural portions windows of the Building, and to public corridors and other public areas of the Common AreasProject not constituting a portion of any tenant's premises, including but not limited to all elevators, and shall use commercially reasonable efforts to keep all Building Systems used by Tenant in common with other tenants in good condition and repair, reasonable wear and tear excepted. Except as provided in Article 12, there shall be no abatement of Rent, nor shall there be any liability of 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 mechanicalmaking of, electricalor failure to make, plumbing and fire/life safety systems serving any maintenance or repairs, alterations or improvements in or to any portion of the Building; provided that (i) all costs incurred by Landlord in making any such . Tenant waives the right to make repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2at Landlord's expense under Sections 1941 and 1942 of the California Civil Code, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoingall other similar laws, Tenant shall be required to repair, at its sole expense, any damage to the Premises statutes or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute ordinances now or hereafter in effect which would otherwise afford Tenant the right to terminate effect. No provision of this Lease because of Landlord’s failure shall be construed as obligating Landlord to keep the Premises in good orderperform any repairs, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs Alterations or improvements of any kind, in, upon, about, or decorations to the Premises or the Building; provided that Project except as otherwise expressly agreed to be performed by Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to the provisions of this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the BuildingLease.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord at its sole expense shall keep in good order, condition and repair the foundation, roof, floor slabs, exterior walls, walls and ceiling slabs and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises Buildings in good order, condition condition, and repairrepair and the cost of such maintenance and repairs shall not be charged to Tenant as Additional Rent (except for (a) the cost of maintenance and repair of any structural alterations which were requested by Tenant in accordance with Section 4.2 (excluding any “Leasehold Improvements” (as defined in the Construction Addendum) made by or on behalf of Tenant, the maintenance and repair of which shall be performed and paid by Tenant), and (b) general maintenance and repairs to the roof (as opposed to replacement), which may be passed-through to Tenant as Additional Rent). Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs under this Section 7.1 until a reasonable time after receipt of a written notice (or, in the event of an emergency, telephonic or improvements other reasonable notice) from Tenant specifying the need for such repairs although Landlord will use all diligent efforts to complete any such repairs within ten (10) business days after such notice. In addition, but subject nevertheless to any applicable waiver of subrogation and except to the extent paid for by insurance, Landlord shall, at Tenant’s expense, repair any kinddamage to the roof, in, upon, aboutfoundation, or to structural portions or walls of the Premises and Buildings caused by the negligence or the Building; provided that willful misconduct of Tenant or its employees, officers, agents, licensees, invitees, assignees, subtenants, contractors, or subcontractors. Tenant shall pay Landlord agrees that it will maintain the Building, including the Common Areas, pursuant a fee equal to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity five (5%) percent of the Buildingcost of such work to compensate Landlord for coordination and supervision of the integration of such work.

Landlord’s Obligations. Subject to the provisions of Sections 12 Section 14 and 13 hereofexcept for damage caused by a negligent or intentional act or omission of Tenant and Tenant's agents, Landlord employees or invitees, Landlord, at Landlord's expense, shall keep in good order, condition and repair the foundationfoundations, roofexterior walls and the exterior roof of the Premises. Landlord shall not, however, be obligated to paint such exterior, nor shall Landlord be required to maintain the interior surface of exterior walls, and other structural portions of the Buildingceiling or doors, the Common Areasnor shall Landlord be required to maintain, and the mechanicalrepair or replace windows, electricaldoors, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs skylights or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) plate glass. Landlord shall have no obligation to perform any act which is the obligation of Tenant make repairs under this Lease; Paragraph 9.1 until a reasonable time after receipt of written notice of the need for such repairs. Landlord shall maintain, repair or patch the roof membrane (as an Operating Expense), and further provided that notwithstanding the foregoing, Tenant shall be required pay Tenant's Share of the cost thereof, pursuant to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesParagraph 4.5 above. Tenant hereby expressly waives the benefits of any statute (including, without limitation, the provisions of subsection I of Section 1932, Section 1941 and Section 1942 of the California Civil Code and any similar law, statute or ordinance now or hereafter in effect effect) which would otherwise afford Tenant the right to make repairs at Landlord's expense (or to deduct the cost of such repairs from rent due hereunder) or to terminate this Lease because of Landlord’s 's failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Building.

Landlord’s Obligations. Subject Except as set forth in Section 6.1, above, and subject to the provisions of Sections Articles 11 and 12 and 13 hereofof this Lease, Landlord shall keep repair and maintain in good order, condition and repair the foundation, roof, exterior walls, Base Building and other structural portions of the Building, the Common Areas, except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant’s expense, or, if covered by Landlord’s insurance, Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required to, enter the Premises at all reasonable times upon prior reasonable notice to Tenant (which notice, notwithstanding anything to the contrary contained in Section 21.5 of this Lease, may be oral, and which notice shall not be required in the mechanicalcase of an emergency) to make repairs, electricalalterations, plumbing and fire/life safety systems serving improvements or additions to the BuildingPremises, the Project or any equipment located in the Project as Landlord shall desire or deem necessary, or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided that provided, however, except for (i) all costs incurred emergencies, (ii) repairs, alterations, improvements or additions required by Landlord in making any such repairs governmental or performing such maintenance shall be Operating Expenses as defined in Section 5.2quasi-governmental authorities or court order or decree, and (iiiii) Landlord shall have no obligation to perform any act repairs which is are the obligation of Tenant under this Lease; and further provided that notwithstanding hereunder, any such entry into the foregoing, Tenant Premises by Landlord shall be required performed in a manner so as not to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of materially interfere with Tenant, its employees, contractors, agents’s use of, or inviteesaccess to, the Premises; provided further that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the Premises. Tenant hereby expressly waives the any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any statute similar law, statute, or ordinance now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingeffect.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereofArticle 12, Landlord shall keep repair and maintain with reasonable diligence after notice from Tenant the Building structures and Building Systems in good ordera manner consistent with that of a reasonably prudent building owner of a first-class office building in the Santa Mxxxxx/West Los Angeles area (including, condition without limitation, the Building’s HVAC system in accordance with the recommended maintenance specifications therefor). To the extent such maintenance and repair is required (a) by modifications to the foundationBuilding and/or Building Systems made by or at the direction of Tenant, roof, exterior walls, and or (b) due to the act (other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred than ordinary use as contemplated by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing), Tenant shall be required to repairneglect, at its sole expensemisuse, any damage to the Premises or Building caused by any negligent or intentional act or omission fault of Tenant, its agents, employees, contractors, agentslicensees 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, under Section 11.5. Except as provided in Articles 6 and 12, there shall be no abatement of rent with respect to, and Landlord shall not be liable for, any injury to or interference with Tenant’s business arising from any repairs, maintenance, alteration or improvement in or to any portion of the 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, or invitees. Tenant hereby expressly waives the benefits for any consequential damages arising out of any 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 expense under Section 1942 of the California Civil Code or under any other law, statute or ordinance now or hereafter in effect which would otherwise afford effect, and Tenant waives and releases the right to terminate this Lease because under Section 1932(1) of Landlord’s failure the California Civil Code or any similar or successor statute. Subject to keep the Premises in good order, condition and repair. Other than as specifically provided in this Sectionforegoing, Landlord shall not be obligated endeavor to make any repairs cause the least disruption practicable to Tenant while making repairs, alterations or improvements of any kindto the Project. If reasonably requested by Tenant, in, upon, about, or to such activities by Landlord which materially affect the Premises or access thereto shall be performed outside of Normal Working Hours to the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingextent practicable.

Landlord’s Obligations. Subject Landlord agrees to repair and maintain the provisions of Sections 12 and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, Building and the mechanicalplumbing, electricalheating, plumbing ventilating, air conditioning, elevator and fire/life safety electrical systems serving the Building; provided that installed or furnished by Landlord, unless such maintenance and repairs are (i) all costs incurred 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 reasonable cost of such maintenance and repairs. Except as provided in this Subparagraph 14(a), Landlord in making 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 performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which 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 entitled to any abatement of rent and Landlord will not have any liability by reason of any injury to or interference with Tenant's business arising from the obligation making of Tenant under this Lease; and further provided that notwithstanding any repairs, alterations or improvements in or to any portion of the foregoing, Tenant shall be required to repair, at its sole expense, any damage to Building or the Premises or Building caused by any negligent in or intentional act or omission of Tenantto fixtures, its employees, contractors, agents, or inviteesappurtenances and equipment therein. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of make repairs at Landlord’s failure 's expense under any law, statute, ordinance, rule, regulation, order or ruling (including, without limitation, to keep the extent the Premises are located in good orderCalifornia, condition the provisions of California Civil Code Sections 1941 and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make 1942 and any repairs successor statutes or improvements laws of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingsimilar nature).

Landlord’s Obligations. Subject to the provisions of Sections 12 Paragraph 14 and 13 hereofexcept for damage caused by a negligent or intentional act or omission of Tenant and Tenant’s agents, Landlord employees or invitees, Landlord, at Landlord’s expense, shall keep in good order, condition and repair the foundation, rooffoundations, exterior walls, the exterior roof, the roof membrane and other structural exterior portions of the BuildingPremises, together with the Common AreasAreas located at the Project. In addition, Landlord shall be repair any construction defects which exist in the Building (excluding any tenant improvements installed by Tenant). The cost of such repairs shall constitute an Operating Expense under paragraph 4.5, above, and Tenant shall pay Tenant’s Share of the mechanicalcost thereof pursuant to paragraph 4.5, electricalabove. Landlord shall not, plumbing and fire/life safety systems serving however, be obligated to maintain the Building; provided that (i) all costs incurred by interior surface of exterior walls, ceiling or doors located within the Premises, nor shall Landlord in making any such repairs be required to maintain, repair or performing such maintenance shall be Operating Expenses as defined in Section 5.2replace windows, and (ii) doors, skylights or plate glass located on the Premises. Landlord shall have no obligation to perform any act which is the obligation of Tenant make repairs under this Lease; Paragraph 9.1 until a reasonable time after receipt of written notice of the need for such repairs. Landlord shall maintain, repair or patch the roof membrane (as an Operating Expense), and further provided that notwithstanding the foregoing, Tenant shall be required pay Tenant’s Share of the cost thereof, pursuant to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesParagraph 4.5 above. Tenant hereby expressly waives the benefits of any statute (including, without limitation, the provisions of subsection 1 of Section 1932, Section 1941 and Section 1942 of the California Civil Code and any similar law, statute or ordinance now or hereafter in effect effect) which would otherwise afford Tenant the right to make repairs at Landlord’s expense (or to deduct the cost of such repairs from rent due hereunder) or to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Building.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep the Project (excluding the interior of the Premises and space leased to other occupants of the Project) in good order, condition and repair repair. If plumbing pipes, electrical wiring, HVAC ducts or vents within the foundation, roof, exterior walls, and other structural portions Premises are in need of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoingrepair, Tenant shall immediately notify Landlord, and Landlord shall cause the repairs to be required to repaircompleted within a reasonable time, at its sole expenseand, any damage to unless necessitated by the Premises or Building caused by any negligent or intentional act or omission acts of Tenant, its employeesagents, employees or contractors, agentsthe entire cost of the repairs shall be considered an Operating Expense and reimbursed in accordance with Section 4.2 herein. Except as provided in Section 9.3, there shall be no abatement of rent or inviteesliability to Tenant on account of any injury or interference with Tenant's business with respect to any improvements, alterations or repairs made by Landlord to the Project or any part thereof. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord's expense or to terminate this Lease because of Landlord’s 's failure to keep the Premises Project in good order, condition and repair. Other than as specifically provided repair but only to the extent the provisions of any such statute conflict with the terms and provisions of this Lease; provided, however, nothing in this Section, Landlord Section 7 shall not be obligated deemed to make any repairs or improvements be a waiver of any kind, in, upon, about, or Tenant’s right to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity claim of the Buildingconstructive eviction.

Landlord’s Obligations. Subject to the provisions of Sections Paragraphs 7.1, 12 and 13 hereof13, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs maintain or performing such maintenance shall cause to be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises maintained in good order, condition and repair, the Common Areas of the Property (including the parking area and the landscaping on the Property), the structural components of the Building (which structural components include only the foundation and the structural components of all exterior walls and the Building’s roof system), the Building’s exterior walls, and the Building’s roof (including the roof membrane). Other than as specifically provided Any costs incurred by Landlord pursuant to this provision shall be Operating Costs (to the extent properly included therein) and nothing contained herein shall be construed to negate or limit Tenant’s obligation to pay Tenant’s Share of such costs. Landlord shall be under no obligation to inspect the Property, including the Building; and Tenant shall promptly report in writing to Landlord any condition known to Tenant which Landlord is required to repair. As a material part of the consideration for this Lease, Tenant hereby waives any benefits of any applicable existing or future Law, including the provisions of California Civil Code Sections 1932(1), 1941 and 1942, that allows a tenant to make repairs at its landlord’s expense. Notwithstanding anything to the contrary in this SectionLease, Landlord shall not be obligated perform and construct, and Tenant shall have no responsibility to make perform or construct, any repairs repair, maintenance or improvements (a) necessitated by the acts or omissions of any kind, in, upon, aboutLandlord, or its respective agents, employees or contractors, (b) for which Landlord has a right of reimbursement from others or (c) which could be treated as a “capital expenditure” under generally accepted accounting principles and cost in excess of $75,000 per occurrence. Notwithstanding the foregoing, Tenant shall pay for its share of the repairs described in subsections (a) and (c) to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 extent such costs are properly included in a manner consistent with comparable office buildings in the vicinity of the BuildingOperating Costs.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall maintain and keep in good order, first-class condition and state of repair (comparable to other Comparable Buildings) and, subject to Section 6 above, in compliance with applicable laws, the foundation, rooffoundations, exterior walls, structural portions of the roof and other structural portions of the Building (including the floor/ceiling slabs, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, parking facilities, stairwells, escalators, elevator cabs, plazas, pavement, sidewalks, curbs, entrances, landscaping, art work, sculptures, restrooms, mechanical, electrical and telephone closets, and all common and public areas) (collectively, the “Building Structure”), and shall maintain the electrical, plumbing, heating, ventilating, sprinkler and life-safety equipment in the Building (collectively, the “Building Systems”); and except that all damage or injury to the Premises, the Building or the equipment and improvements therein caused by any act, neglect, misuse or omission of any duty by any Tenant Parties shall be paid by Tenant except to the extent the cost of same is covered by insurance carried by Landlord hereunder (or would have been covered had Landlord carried the insurance required hereunder). Subject to the provisions of Section 42(i) below, Landlord shall commence performance of any such required repairs promptly (but in any event within ten (10) days or sooner if required by reason of an emergency situation, unsafe condition or threat to person or property) following receipt of written notice from Tenant of the need for such repairs and shall thereafter diligently prosecute the work of such repairs to completion. Subject to the following provisions of this Section 7(a), Tenant hereby waives and releases its right to make repairs at Landlord’s expense under Sections 1941 and 1942 of the California Civil Code or under any similar law, statute or ordinance now or hereafter in effect. Landlord makes no warranty as to the quality, continuity or availability of the telecommunications services in the Building, and Tenant hereby waives any claim against Landlord for any actual or consequential damages (including damages for loss of business) if Tenant’s telecommunications services in any way are interrupted, damaged or rendered less effective, except to the Common Areasextent caused by the negligence or willful misconduct of Landlord, and its agents, contractors or employees. However, if Landlord fails to perform any of Landlord’s obligations under this Section 7(a) promptly after receipt of written notice of the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2need therefore from Tenant, and (ii1) such failure results in a situation which materially and adversely affects the operation of Tenant’s business from the Premises or an material risk of injury to persons or material property damage, (2) such failure is susceptible of cure by Tenant without work upon or otherwise affecting the exterior appearance of the Building, or adversely affecting the structural elements of the Building or the integrated Building mechanical or utility systems, and (3) within three (3) business days (or such shorter period as is reasonable under the circumstances if relating to an emergency situation, unsafe condition or threat to person or property) following Landlord’s receipt of a second written notice from Tenant of the existence of such situation stating Tenant’s intent to exercise its rights under this Section if such situation is not cured, Landlord fails to commence and thereafter diligently prosecute to completion the cure thereof, then Tenant shall have the right, but not the obligation, to promptly take such measures as are necessary to cure such situation (using qualified, licensed contractors reasonably experienced in performance of comparable work in Comparable Buildings), and Landlord shall have no obligation reimburse Tenant for the reasonable costs of completing such cure, plus interest at the ten percent (10%) per annum (or such lesser rate as is the then maximum lawful rate of interest) from the date such costs were incurred by Tenant until such reimbursement by Landlord, within thirty (30) days following Tenant’s submission to Landlord of reasonable evidence of the amount of such costs. If within thirty (30) days following Tenant’s completion of such cure and submission of such evidence of the costs thereof, Landlord does not either pay to Tenant the amount requested or deliver written notice (an “Objection Notice”) to Tenant objecting to Tenant’s claim that Landlord was required to perform any act which is such work under this Lease and/or the obligation amount requested for reimbursement (provided that if Landlord so objects to a portion of the amount requested for reimbursement, Landlord shall pay to Tenant the undisputed amount), then, notwithstanding anything to the contrary contained in this Lease, Tenant may offset the amount so requested, including interest, for reimbursement from Tenant’s rental obligations next coming due under this Lease; and further provided that notwithstanding the foregoingif Landlord so delivers an Objection Notice, Tenant shall not be required entitled to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other such offset (other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or undisputed amounts if the Objection Notice objects only to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity portion of the Buildingamount requested for reimbursement) and as Tenant’s sole remedy for amounts not so reimbursed or offset, Tenant may proceed to claim a default by Landlord. Any dispute as to which Landlord delivers an Objection Notice pursuant hereto shall be resolved by arbitration in accordance with the provisions of Section 37 below.

Landlord’s Obligations. Subject Except as set forth in Section 6.1, above, and subject to the provisions of Sections Articles 11 and 12 and 13 hereofof this Lease, Landlord shall keep repair and maintain in good order, condition and repair the foundation, roof, exterior walls, Building Structure and other structural portions the Common Areas outside of the Building, except to the Common Areasextent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required to, enter the Premises at all reasonable times upon at least 24 hours' prior notice to Tenant (which notice, notwithstanding anything to the contrary contained in Section 21.2 of this Lease, may be oral, and which notice shall not be required in the mechanicalcase of an actual or apparent emergency) to make repairs, electricalalterations, plumbing and fire/life safety systems serving improvements or additions to the BuildingPremises, the Project or any equipment located in the Project as Landlord shall desire or deem necessary, or as Landlord may be required to perform by governmental or quasi-governmental authority or court order or decree; provided that provided, however, except for (i) all costs incurred emergencies, (ii) repairs, alterations, improvements or additions required by Landlord in making any such repairs governmental or performing such maintenance shall be Operating Expenses as defined in Section 5.2quasi-governmental authorities or court order or decree, and (iiiii) Landlord shall have no obligation to perform any act repairs which is are the obligation of Tenant under this Lease; and further provided that notwithstanding hereunder, any such entry into the foregoing, Tenant Premises by Landlord shall be required performed in a manner so as not to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of materially interfere with Tenant, its employees, contractors, agents's use of, or inviteesaccess to, the Premises; provided further that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Tenant hereby expressly waives the any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any statute similar law, statute, or ordinance now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingeffect.

Landlord’s Obligations. Subject to the provisions of Sections 12 Section 14 and 13 hereofexcept for damage caused by a negligent or intentional act or omission of Tenant and Tenant's agents, Landlord employees or invitees, Landlord, at Landlord's expense, shall keep in good order, condition and repair the foundationfoundations, roofexterior walls and the exterior roof of the Premises. Landlord shall not, however, be obligated to paint such exterior, nor shall Landlord be required to maintain the interior surface of exterior walls, and other structural portions of the Buildingceiling or doors, the Common Areasnor shall Landlord be required to maintain, and the mechanicalrepair or replace windows, electricaldoors, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs skylights or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) plate glass. Landlord shall have no obligation to perform any act which is the obligation of Tenant make repairs under this Lease; Paragraph 9.1 until a reasonable time after receipt of written notice of the need for such repairs. Landlord shall maintain, repair or patch the roof membrane (as an Operating Expense), and further provided that notwithstanding the foregoing, Tenant shall be required pay Tenant's Share of the cost thereof, pursuant to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesParagraph 4.5 above. Tenant hereby expressly waives the benefits of any statute (including, without limitation, the provisions of subsection 1 of Section 1932, Section 1941 and Section 1942 of the California Civil Code and any similar law, statute or ordinance now or hereafter in effect effect) which would otherwise afford Tenant the right to make repairs at Landlord's expense (or to deduct the cost of such repairs from rent due hereunder) or to terminate this Lease because of Landlord’s 's failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Building.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions parts of the Building, which structural parts include only the Common Areasfoundation, subflooring, exterior walls (excluding the interior of all walls and the exterior and interior of all windows, doors, ceilings, and plate glass), and the mechanicalroof structure of the Building (but not the roof membrane), electrical, all unexposed plumbing and fire/life safety systems serving electrical facilities, and all gutters and downspouts, except for any damage thereto caused (i) by the negligence or willful acts or omissions of Tenant or of Tenant’s agents, employees or invitees, or (ii) by reason of the failure of Tenant to perform or comply with any terms of this Lease, or (iii) by Alterations made by Tenant or by Tenant’s agents, employees or contractors. Landlord shall be responsible for the costs to maintain and repair such structural parts of the Building except the costs to repair the damage resulting from the causes described in clauses (i), (ii) or (iii) in the preceding sentence for which Tenant shall be responsible. In addition, Landlord shall perform any alterations, additions or improvements required to be made to the Building in order to comply with applicable laws, ordinances, rules, regulations and orders that become effective after the date of this Lease, and all capital improvements required to be made in connection with the operation, maintenance and repair of the Building; provided that (i) provided, however, in accordance with Paragraph 5.C, any and all costs and expenses incurred by Landlord in making performing any such alterations, additions, improvements or capital improvements, together with interest at the Interest Rate, shall be amortized over the useful life, as reasonably determined by Landlord, of the alteration, addition, improvement or capital improvement in question and included in Common Area Maintenance Costs for each year over which such costs are amortized. It is an express condition precedent to all obligations of Landlord to repair and maintain that Tenant shall have notified Landlord of the need for such repairs or performing maintenance. Tenant waives the provisions of Sections 1941 and 1942 of the California Civil Code and any similar or successor law regarding Tenant’s right to make repairs and deduct the expenses of such repairs from the Rent due under this Lease. Landlord shall keep in good order, condition, repair and maintenance the Building’s HVAC system, any HVAC system exclusively serving any part of the Premises and the roof, and shall maintain an HVAC system preventive maintenance service contract from a qualified vendor for the purpose of maintaining the Building’s HVAC system and any HVAC system exclusively serving any part of the Premises, and a roof maintenance service contract from a qualified vendor for the purpose of maintaining the Building’s roof. Landlord shall determine in its sole reasonable discretion whether any such vendor is qualified. Any and all costs of any maintenance or minor repair of the Building’s HVAC system or the roof (including without limitation the cost of maintaining Building’s HVAC system preventative maintenance contracts and roof maintenance service contracts) shall be Operating Expenses included in the Common Area Maintenance Costs for the year in which such cost is incurred. Any and all costs of any maintenance or minor repair of any HVAC system exclusively serving any part of the Premises shall be payable solely by Tenant for the year in which such cost is incurred. Any and all costs of any replacement or major repair of the Building’s HVAC system or the roof, together with interest at the Amortization Rate, shall be amortized on a straight-line basis over the useful life of the item replaced or repaired (as defined determined by Landlord in Section 5.2its reasonable discretion), and the entire amount of such amortized costs and interest allocable to each month, multiplied by Tenant’s Building Share, shall be included in the monthly Common Area Maintenance Costs payable during the entire period over which such costs are amortized, until Tenant has paid to Landlord that proportion of the total amount of such amortized costs equal to (a) the number of months remaining during the Term as of the date such replacement or major repair was completed, divided by (b) the number of months of the useful life, multiplied by (c) Tenant’s Building Share; provided that in no event shall such proportion exceed one hundred percent (100%). Any and all costs of any replacement or major repair of any HVAC system exclusively serving any part of the Premises shall be payable solely by Tenant in accordance with the foregoing. Repairs to the Building’s HVAC system or the roof shall be deemed to be “minor” if the total aggregate cost of such repairs is less than or equal to Ten Thousand Dollars ($10,000.00), and shall be deemed to be “major” if the total aggregate cost of such repairs exceeds Ten Thousand Dollars ($10,000.00). For the purposes of example only and not by way of limitation, if a replacement of part of the Building’s HVAC system is completed twenty-five (25) months before the end of the Term, at a cost of Twenty Thousand Dollars ($20,000.00), and the useful life of such replaced part of the HVAC system is fifty (50) months, then (a) the cost of such replacement shall be amortized at the rate of Four Hundred Dollars ($400.00) per month, with interest at the Amortization Rate, and (iib) the amount to be included in the monthly Common Area Maintenance Costs payable solely by Tenant for the balance of the Term shall equal Four Hundred Dollars ($400.00), with interest at the Interest Rate, until Tenant has paid to Landlord a total aggregate amount of Three Thousand Dollars ($3,000.00), together with interest at the Interest Rate, towards such amortized costs (i.e., Twenty Thousand Dollars ($20,000.00) multiplied by [Twenty-Five (25) Months divided by Fifty (50) Months], multiplied by Tenant’s Building Share). Tenant shall pay any and all costs of any maintenance or repair of any HVAC system exclusively serving any part of the Premises (including without limitation an equitable portion of the HVAC system preventative maintenance contracts) directly to Landlord within ten (10) days of receipt from Landlord of an invoice of such costs as Additional Rent. It is the express intent of the parties that except as specifically set forth in this Paragraph 17.A, Landlord shall have no obligation whatsoever to perform incur any act which is costs or expenses whatsoever with respect to the obligation repair, operation, and maintenance of Tenant under this Lease; the Building, and further provided that notwithstanding the foregoing, Tenant shall be required to responsible for Tenant’s Building Share of all costs and expenses arising from the repair, at its sole expenseoperation, any damage to and maintenance of the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition except those costs and repair. Other than as expenses specifically provided described in this Section, Landlord shall not be obligated to make any repairs Paragraph 17.A. or improvements exclusively the costs and expense of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to Tenant as described in this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Building.Paragraph 17.A.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building Except for items caused by any the intentional or negligent or intentional act or omission of Tenant, its employees, contractors, agents, employees or invitees. Tenant hereby expressly waives , Landlord shall maintain, in good condition (the benefits cost for which is covered under paragraph 5(c), the structural part of any statute now or hereafter the building and other improvements in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good orderare located, condition including the foundation, bearing and repairexterior 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 pursuant to subparagraph (a) above. Other than as specifically provided in this Section, Landlord shall not be obligated liable for any failure to make any repairs or improvements of any kind, in, upon, aboutrepairs, 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 repairs cannot reasonably be made in that timeframe) after written notice of the need for said repairs and maintenance is given to the Landlord b) Tenant. 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 making of any repairs, alterations or improvements in or to any portion of the Premises, the Property, or to fixtures, appurtenances and equipment therein. Landlord shall have no obligation to shampoo or replace the carpeting or draperies of the Premises during the term or any extension thereof. Landlord shall have no obligation to alter, remodel, improve, repair, decorate, or paint the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingany part thereof.

Landlord’s Obligations. Subject As a part of the consideration for the leasing of the Premises, and subject to the provisions obligations of Sections 12 and 13 hereofTenant set forth in this Lease, Landlord shall keep maintain, in good ordercondition, condition and repair the foundationfollowing: (i) the Common Area, roof(ii) the foundations, (iii) exterior walls, and other (iv) the structural portions of the Buildingroof of the Buildings, the Common Areas(v) all window frames, (vi) all gutters and the mechanical, electrical, plumbing and fire/life safety systems serving down spouts on the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (iivii) structural elements of the Buildings. Landlord shall have no obligation to perform commence any act which is repairs or replacements hereunder until the obligation expiration of fifteen (15) days following written notice from Tenant under this Lease; and further provided that notwithstanding to Landlord of the need therefor. Notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to in the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits event of any statute emergency, Landlord shall in good faith and with diligence to cause necessary repairs to be made as soon as possible. Except as set forth in Section 16.7 hereof, Tenant waives any right now or hereafter in effect which would otherwise afford Tenant the right granted by law to terminate make any repairs under this Lease because of Section 10.1 upon Landlord’s 's failure to keep the Premises do so hereunder. Except as set forth in good order, condition and repair. Other than as specifically provided in this SectionSection 16.7 hereof, Landlord shall not be obligated liable for and, except as provided in Section 12, there shall be no abatement of Rent with respect to make any repairs injury or improvements to interference with Tenant's business arising from any repairs, maintenance, alteration or improvement in or to any portion of any kindthe Buildings, inincluding the Premises, upon, about, or in or to the Premises or the Building; fixtures, appurtenances and equipment therein. Except as otherwise expressly provided that Landlord agrees that it will maintain the Buildingherein, including the Common AreasTenant hereby waives and releases its rights under Sections 1941, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity 1941.1, 1942 and 1942.5 of the BuildingCalifornia Civil Code or under any similar law now or hereinafter in effect.

Landlord’s Obligations. Subject to the provisions of Sections 12 subparagraph(b) and 13 hereof, Landlord shall keep in good order, condition paragraphs 23 and repair the foundation, roof, exterior walls24 below, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any except for damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant or any of Tenant, its ’s employees, contractorssuppliers, agentsshippers, customers, or invitees, in which event Tenant shall repair the damage, Landlord, at Landlord’s expense, subject to reimbursement pursuant to paragraph 4 above, shall keep in good condition and repair 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 the Premises. Landlord shall have no obligation to make repairs under this subparagraph (a) until a reasonable time after receipt of written notice from Tenant hereby expressly waives of the benefits need for such repairs. In no event shall Landlord be liable for damages or loss of any statute now kind or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because nature by reason of Landlord’s failure to keep the Premises in good orderfurnish any Common Area services when such failure is caused by accident, condition and repair. Other than as specifically provided in this Sectionbreakage, Landlord shall not be obligated to make any repairs repairs, strikes, lockout, or improvements other labor disturbances or disputes of any kind, in, upon, aboutcharacter, or to by any other cause beyond the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity reasonable control of the BuildingLandlord.

Landlord’s Obligations. Subject to the provisions of Sections 12 subparagraph(b) and 13 hereof, Landlord shall keep in good order, condition paragraphs 23 and repair the foundation, roof, exterior walls24 below, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any except for damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant or any of Tenant, its 's employees, contractorssuppliers, agentsshippers, customers, or invitees. , in which event Tenant hereby expressly waives shall repair the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right damage, Landlord, at Landlord's expense, subject to terminate this Lease because of Landlord’s failure reimbursement pursuant to paragraph 4 above, shall keep the Premises in good order, condition and repair. Other than repair the foundations, exterior walls, structural condition of interior bearing walls, and roof of the Premises, as specifically provided in this Sectionwell as the parking lots, Landlord shall not be obligated to make any repairs or improvements walkways, driveways, landscaping, fences, signs, and utility installations of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including 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 Section 8.1 subparagraph (a), Landlord shall have no obligation, in any manner whatsoever, to repair or maintain the Premises. Landlord shall have no obligation to make repairs under this subparagraph (a) until a manner consistent with comparable office buildings in the vicinity reasonable time after receipt of written notice from Tenant of the Buildingneed for such repairs. In no event shall Landlord be liable for damages or loss of any kind or nature by reason of Landlord's failure to furnish any Common Area services when such failure is caused by accident, breakage, repairs, strikes, lockout, or other labor disturbances or disputes of any character, or by any other cause beyond the reasonable control of Landlord.

Landlord’s Obligations. Subject Landlord agrees to the provisions of Sections 12 repair and 13 hereof, Landlord shall keep maintain in good order, condition and repair working order the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, Building and the mechanicalplumbing, electricalheating, plumbing ventilating, air conditioning, elevator and fire/life safety electrical systems serving the Building; provided that installed or furnished by Landlord, unless such maintenance and repairs are (i) all costs incurred 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 in making as direct reimbursement and not as part of shared Operating Expenses, as additional rent, the cost of such maintenance and repairs. Landlord will not be liable for any failure to make any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is the obligation of Tenant under this Lease; and further given to Landlord by Tenant. Except as provided that notwithstanding the foregoingin Paragraph 20, Tenant shall will not be required entitled to repairany abatement of rent and Landlord will not have any liability by reason of any injury to or interference with Tenant’s business arising from the making of any repairs, at its sole expense, alterations or improvements in or to any damage to portion of the Building or the Premises or Building caused by in or to fixtures, appurtenances and equipment therein. Landlord shall use commercially reasonable efforts to minimize any negligent or intentional act or omission unreasonable interference with Tenant’s use and enjoyment of Tenant, its employees, contractors, agents, or inviteesthe Premises. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of make repairs at Landlord’s failure to keep expense under any law, statute, ordinance, rule, regulation, order or ruling (including, without limitation, the Premises in good order, condition provisions of California Civil Code Sections 1941 and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make 1942 and any repairs successor statutes or improvements laws of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingsimilar nature).

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior wallsfoundations, and other structural portions of the Building, the Common Areas, and the bearing walls (excluding surface maintenance such as painting) building systems (including with limitation mechanical, electrical, telephone closets, life safety, common area plumbing [not within the Premises], sprinkler systems and fire/life safety HVAC systems serving and common areas, in good condition and repair; and subject to paragraph 4.2.7, the Building; cost thereof shall be included in Operating Expenses unless the cause for such maintenance or repairs are caused in whole or in part by any act, fault or omission by Tenant or its agents, servants, employees, invitees or caused by breaking and entering, in which case Tenant shall pay the actual cost of such maintenance or repairs concurrently with the next payment of Base Rent plus an administrative fee of ten percent (10%) of such actual costs. Except as provided that (i) all costs incurred in paragraph 8.7, 9.5 and 11.5, there shall be no abatement of rent or liability to Landlord on account of any injury or interference with Tenant’s business with respect to any improvements, alterations or repairs made by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises Project or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agentspart thereof, or inviteeson account of any interruption of services or of access to the Premises, Building or Project. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord’s expense or to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair, including without limitation California Civil Code Sections 1941-1942. Other than Landlord shall maintain the Building and the Project in good condition and repair consistent with other buildings of similar age, type and quality in the San Diego area. As soon as specifically provided in this Sectionreasonably possible after receipt of notice, Landlord shall not be obligated to make any repairs all repairs, replacements, alterations or improvements needed to comply with applicable laws, codes, statutes, ordinances, rules, regulations, orders, covenants, conditions and restrictions of record, and requirements of any kindfire insurance underwriters or ratings bureaus, inetc. relating to the Building and the Common Areas (including, uponwithout limitation the Americans with Disabilities Act), aboutprovided that compliance with such laws is not the specific responsibility of Tenant under this Lease, or to if the Premises compliance work is triggered by Tenant’s occupancy, use, or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingalteration or addition.

Landlord’s Obligations. Subject Landlord shall, subject to the provisions of Sections 12 and 13 hereoffollowing limitations, Landlord shall keep maintain in good ordercondition, condition order and repair the foundation, roof, exterior walls, and other (1) all structural portions of the Premises and Building, including, without limitation, the 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 mechanical, electrical, plumbing and fire/life safety systems asphalt in the parking areas serving the Building; provided Building shall commence after the date that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses Tenant has performed the Asphalt Repair Work, as defined in Section 5.22.6 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, (iv) Tenant's use or occupancy of the 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 extent covered by insurance carried by Landlord or Tenant), (vi) fire and other casualty, except as provided in Article 11 of this Lease, or (vii) condemnation, except as provided in Article 13 of this Lease. Landlord shall have no obligation to perform any act which is the obligation of Tenant make repairs under this Lease; and further Section 7.2 until a reasonable time set forth in Section 19.6 after receipt of written notice from Tenant of the need for such repairs. Except as provided in Section 6.6, there shall be no abatement of Rent 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 notwithstanding may result from any defect in the foregoingconstruction or condition of the Premises, nor for any 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 shall be required waives any right to repairrepair the Premises, the Building, the Project and/or the Common Area at its sole expensethe expense of Landlord under any applicable governmental laws, any damage to the Premises ordinances, statutes, orders or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute regulations now or hereafter in effect which would might otherwise afford apply. Notwithstanding the foregoing, Landlord, at Landlord's sole cost and expense (without reimbursement by Tenant under Article 4), shall warrant the right to terminate this Lease because good working order and condition of Landlord’s failure to keep the existing mechanical rooftop HVAC units serving the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kindreplacements thereof required to maintain their good working order and condition, in, upon, about, or to during the Premises or period from the Building; provided that Landlord agrees that it will maintain Delivery Date through the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity one (1) year anniversary of the BuildingLease Commencement Date (the "Warranty Period"); provided, however, that if any of the foregoing systems require repair or replacement during such Warranty Period as a result of Tenant or any Tenant Parties' alterations, misuse, negligence or omissions, then Tenant shall be responsible for the costs of such repair or replacement.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep repair and maintain the Common Facilities, subject to Tenant's obligation to pay its Pro Rata Share of Operating Costs, as provided in good order, condition and repair Article 6. Landlord shall maintain the foundation, roof, exterior walls, the foundations and other structural portions of the BuildingPremises and any building of which the Premises are a part, but Tenant shall pay (a) the Common Areasfull costs of such maintenance, or an equitable share determined by Landlord if the Premises are part of a multi-tenant building, (b) the 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 (plus fifteen percent (15%) of the mechanical, electrical, plumbing cost thereof for Landlord's overhead); and fire/life safety systems serving (c) any maintenance and repairs necessitated by breaking and entering of the Building; provided that (i) all Premises. Tenant shall pay its share of such maintenance and repair costs incurred by Landlord in making Landlord, to the extent such obligation exceeds any such repairs or performing such maintenance amount thereof impounded under Section 4.4, within fifteen (15) days after receipt of a statement from Landlord. There shall be Operating Expenses as defined in Section 5.2no abatement of rent, and no liability of Landlord, by reason of any injury to or interference with Tenant's business arising from the making of any repairs, alterations, or improvements to any portion of the Premises or the Center. Except as provided in Article 16 (iiDamage and Destruction) and Article 17 (Condemnation), Landlord shall have absolutely no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required other responsibility to repair, at its sole expense, maintain or replace any damage to portion of the Premises or Building caused by at any negligent or intentional act or omission of Tenant, its employees, contractors, agentstime. Tenant waives the right to make repairs at Landlord's expense under California Civil Code Section 1942, or invitees. Tenant hereby expressly waives the benefits of under any other law, statute or ordinance now or hereafter in effect which would otherwise afford effect. Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make responsible for any repairs or improvements of any kind, in, upon, about, or to roof replacement during the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the BuildingLease Term.

Landlord’s Obligations. Subject to the provisions of Sections 12 Paragraph "Damage or Destruction", below, Landlord, at its sole cost and 13 hereofexpense, Landlord shall keep maintain, in a good orderstate of repair, condition and repair the foundation, roofstructural parts of the roof (but not the roof surface), exterior wallswalls (excluding the interior of all walls and the exterior and interior of all windows, doors, plate glass and other show cases), foundations of the Premises and building, all capital repairs and structural portions of the Buildingbuilding and any repairs required by governmental agencies or regulations, including but not limited to life and safety systems within the building that are not required due to the particular use of the building by Tenant or Tenant's assignee or subtenants; provided however that in the event any maintenance and repairs are made necessary by the wrongful act or omission of Tenant or its employees, agents, customers, or invites, Tenant shall pay to Landlord within ten (10) days after written demand, as additional rent, the Common Areasactual cost of such maintenance and repairs plus interest from the date of expenditure at the highest rate of then permitted under California law. Landlord shall make repairs under this Paragraph within thirty (30) days after Tenant has notified Landlord in writing of the need for such repairs and maintenance unless the particular work to be performed would take longer than thirty (30) days to complete. In such case, the time period shall be extended to a reasonable time so long as Landlord exercises due diligence in carrying out such repair and maintenance. Landlord shall be responsible to repair roof damage (including leaks) caused by the mechanical, electrical, plumbing installation of the HVAC and fire/life safety systems serving the Building; provided that (i) all costs incurred other equipment installed by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) that penetrates the roof Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage maintenance or repair obligations whatsoever with respect to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesexcept as expressly provided in this Paragraph. Tenant hereby expressly waives the benefits provisions of any statute now or hereafter in effect which would otherwise afford Tenant subsection 1 of Section 1932 and Sections 1941 and 1942 of the right Civil Code of California and all rights to terminate this Lease because make repairs at the expense of Landlord’s failure to keep the Premises in good order, condition and repair. Other than Landlord as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements Section 1942 of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingsaid Civic Code.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep at its expense maintain in ----------------------- good order, condition and repair the foundationstructural parts of the Building, roofwhich are agreed to consist only of the foundation and subflooring of the Building, the roof structure, exterior walls, and other the interior bearing or structural portions walls (excluding, however, interior wall surfaces), except for any damage thereto caused by the negligence or willful acts or omissions of Tenant or of Tenant's Agents, or by reason of the failure of Tenant to perform or comply with any terms of this Lease, or caused by Alterations made by Tenant or by Tenant's Agents; provided, however, (a) Tenant shall reimburse Landlord as an Operating Expense pursuant to Paragraph 17.C. for Landlord's cost of maintaining, repairing and replacing the roof membrane and covering and Landlord's cost of maintaining, repairing, and painting the surfaces of the exterior walls of the Building, and (b) Tenant shall reimburse Landlord, within ten (10) days after Tenant's receipt of an invoice therefor, for all Landlord's cost of maintenance, repair or replacement of the Common Areas, roof structure and the mechanicalroof membrane and covering required as a result of the installation and operation of any of Tenant's equipment installed on the roof, electricalincluding, plumbing without limitation, HVAC units and fire/life safety systems serving related equipment. It is an express condition precedent to all obligations of Landlord to repair that Tenant shall have notified Landlord of the Building; provided that (i) all costs incurred by Landlord in making need for such repairs. Tenant waives the provisions of Sections 1941 and 1942 of the California Civil Code and any similar or successor law regarding Tenant's right to make repairs and deduct the expenses of such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is from the obligation of Tenant Rent due under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Building.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep in good orderrepair and maintain the facilities, condition and repair the foundation, roof, exterior walls, the foundations and other structural portions of the BuildingPremises and any building of which the Premises are a part. Provided, however, that Tenant shall pay the Common Areas(a) the full amount of any maintenance and repairs necessitated by any act, and omission, conduct or activity of, or beach of this lease by, Tenant or any of Tenant's officers, agents, customers or invitees (plus ten percent (10%) of the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by cost thereof to reimburse Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2for overhead), and (iib) any maintenance and repairs necessitated by breaking and entering of the Premises. Tenant shall pay the cost of such required repairs, as Additional Rent, within fifteen (15) days after receipt of 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 Xxxxxx's business arising from the making of any repairs, alterations, or improvements to any portion of the Premises or the Center. Except as provided in Article 16 (Damage and Destruction) and Article 17 (Condemnation), Landlord shall have absolutely no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required other responsibility to repair, at its sole expense, maintain or replace any damage to portion of the Premises or Building caused by at any negligent or intentional act or omission of Tenant, its employees, contractors, agentstime. Tenant waives the right to make repairs at Landlord's expense under California Civil Code Section 1942, or invitees. Tenant hereby expressly waives the benefits of under any other law, statute or ordinance now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of effect. Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to 's obligations under this Section 8.1 are not intended to alter or modify in a manner consistent with comparable office buildings in any way the vicinity provisions of the BuildingArticle 12.

Landlord’s Obligations. Subject to the remainder of this Section 9 and all provisions in this Lease relating to damage, destruction or condemnation of Sections 12 the Premises and 13 hereofto Tenant's indemnification of Landlord, Landlord shall maintain, repair and keep in good order, at least the same condition as of the Effective Date (ordinary wear and repair tear excepted) the foundation, the roof, any roof coverings, and exterior walls (excluding the interior and exterior finish surfaces of exterior walls, windows, window frames and other structural portions doors) of any building on the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Premises. If Landlord in making shall be called upon to make any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is occasioned by the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, 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 inviteesthe equipment therein, all of which obligations are intended to be that of Tenant. Tenant hereby 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 Premises, and they expressly waives waive the benefits benefit of any statute now or hereafter in effect which would otherwise afford 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, any liability for injury to or loss of Tenant's business, nor shall any delays entitle Tenant the right to terminate this Lease because any abatement of Rent or damages, or be deemed an eviction of Tenant in whole or in part. The performance of Landlord’s failure 's obligations hereunder shall be subject to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated delays attributable to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingforce majeure.

Landlord’s Obligations. The improvements to the Premises ---------------------- constructed by or on behalf of Landlord shall be in full compliance with all applicable Laws in effect at the time of such construction. Subject to the provisions of Sections 12 and 13 hereofArticle ------- 12, Landlord shall keep repair and maintain with reasonable diligence and in good ordera first- -- class manner after written notice thereof from Tenant, condition defects in, and damage to, the Building's plumbing, HVAC and electrical systems and structural systems installed by or on behalf of Landlord and serving or located on the Premises. If and to the extent such maintenance and repair is required in part or in whole by the foundationact, roofneglect, exterior wallsmisuse, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act fault or omission of any duty of Tenant, its agents, employees, contractors, agentslicensees or invitees (acting within the scope of their relationship with Tenant), or inviteesTenant shall pay to Landlord the cost of such maintenance and repairs, except to the extent Tenant has been relieved of such liability under Section 11.5. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than Except as specifically provided in this SectionArticle 12, there shall be ------------ ---------- no abatement of rent with respect to, and Landlord shall not be obligated liable for, any injury to make or interference with Tenant's business arising from any repairs repairs, maintenance, alteration or improvements of any kind, in, upon, about, improvement in or to any portion of the Premises Project or the Building; provided that Landlord agrees that it will maintain the Building, including the Common AreasPremises, pursuant or in or to this Section 8.1 the fixtures, appurtenances and equipment therein. Further, neither Landlord nor any partner, director, officer, agent or employee of Landlord shall be liable (a) for any damage caused by other lessees or persons in a manner consistent with comparable office buildings in or about the vicinity Project; or (b) for any consequential damages arising out of any loss of use of the BuildingPremises or any equipment or facilities therein by Tenant or any person claiming through or under Tenant. Subject to Section 9.3, as a material inducement to Landlord entering into this Lease, Tenant waives and releases its right to make repairs at Landlord's expense under Sections 1932(1) or 1942 of the California Civil Code or under any other law, statute or ordinance now or hereafter in effect.

Landlord’s Obligations. Subject to the provisions of Sections 12 Section 12.3 (Tenant's Obligations) Article XIII (Damage or Destruction), Article XIV (Condemnation) and 13 hereofArticle X (Parking and Common Use Facilities), Landlord shall keep repair, maintain in good order, and tenantable condition and repair replace, as necessary, the foundation, roof, exterior walls, and other structural portions parts of the BuildingPremises and all meters, pipes, conduits, equipment, components and facilities that supply the Common AreasPremises with utilities on a nonexclusive basis (except if the appropriate utility company has assumed these duties) or that form a centralized air conditioning system servicing the Premises in common with other Premises in the Shopping Center provided, and however, that Landlord shall not be required to make repairs necessitated by reason of the mechanicalnegligence of Tenant or anyone claiming under Tenant, electricalby reason of the failure of Tenant to perform or observe any conditions or agreements of this Lease, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred or by Landlord in making reason of any such repairs improvements made by Tenant or performing such maintenance shall be Operating Expenses as defined in Section 5.2anyone claiming under Tenant. In addition, and (ii) Landlord shall have no obligation the right, but not the obligation, as a Shopping Center operating cost to perform maintain and repair any act which is and all cabinet signs maintained by Tenant including but not limited to repairing the obligation sign face and electrical portions, waxing and/or refinishing the cabinet sign faces, all at Tenant's expense. Any and all of Tenant under this Lease; such costs and further provided that notwithstanding the foregoing, Tenant expenses of Landlord shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesShopping Center operating costs under Section 4.5 hereof. Tenant hereby expressly waives the benefits benefit of California Civil Code Sections 1941 and 1942 and of any statute now other present or hereafter in effect future law which would otherwise afford might give Tenant the right to terminate this Lease because of Landlord’s failure to keep repair the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, at Landlord's expense or to terminate the Premises or Lease due to the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity condition of the BuildingPremises.

Landlord’s Obligations. Subject Landlord shall make all necessary structural repairs to the provisions of Sections 12 Building and 13 hereofany necessary repairs to the Building standard mechanical, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, and the mechanicalHVAC, electrical, and plumbing and fire/life safety systems serving in or servicing the Building; provided that Premises (i) all costs incurred by Landlord in making any such repairs or performing such maintenance the cost of which shall be included in Operating Expenses as defined in Section 5.2under Article 4), and (ii) excluding repairs required to be made by Tenant pursuant to this Article. Landlord shall have no obligation responsibility to perform make any act which is repairs unless and until Landlord has actual knowledge of or receives written notice of the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and need for such repair. Other than as specifically provided in this Section, Landlord shall not be obligated liable for any failure to make any repairs or improvements 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. 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 kindinterruption or loss of business pertaining to such activities. Landlord shall Ring Central, inInc. Lease 17 have the right to require that any damage caused by the willful misconduct of Tenant or any of Tenant’s agents, uponcontractors, aboutemployees, invitees or customers, be paid for and performed by the Tenant (without limiting Landlord’s other remedies herein). Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932, and Sections 1941 and 1942 of the California Civil Code, or any similar or successor Laws now or hereinafter in effect. Notwithstanding the foregoing, if Landlord’s repairs are unreasonably performed resulting in the unreasonable interruption of Tenant’s business for five (5) continuous business days, rent shall be abated or be reduced, in the proportion that the affected rentable square footage affected by such unreasonable interruption bears to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity total rentable square footage of the BuildingPremises, from the sixth business day after such unreasonable interruption of Tenant’s business commences until the date of the cessation of such unreasonable interruption.

Landlord’s Obligations. Subject to the obligations of Tenant set ---------------------- forth in Section 10.2 and the other provisions of Sections 12 and 13 hereofthis Lease, Landlord shall keep maintain, in good orderfunctional condition, condition the Common Area, the foundations, bearing and repair the foundation, roof, exterior walls, and other structural portions exterior roof of the Building, all Building standard lights, all unexposed plumbing and electric Systems, all windows, window frames, gutters and downspouts on the Common AreasBuilding, and heating and ventilating systems servicing the mechanicalPremises. In addition, electricalLandlord shall remove from the Building any hazardous substances, plumbing and fire/life safety systems serving including asbestos, existing as of the Building; provided that (i) all costs incurred date of this Lease which are in excess of levels set forth by Landlord in making any such repairs the State of California or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) the United States. Landlord shall have no obligation to perform make any act which is repairs or replacement hereunder until the obligation expiration of ten (10) days following written notice from Tenant under this Leaseto Landlord of the need therefor; provided, however, Landlord shall respond in an appropriately diligent and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, speedy manner in connection with any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesemergency situation. Tenant hereby expressly waives the benefits of any statute right now or hereafter in effect which would otherwise afford Tenant the right granted by law to terminate make any repairs under this Lease because of Section 10.1 upon Landlord’s 's failure to keep do so hereunder or otherwise, including any rights under Sections 1941, 1942 and 1942.5 of the Premises in good orderCalifornia Civil Code, condition and repairor under any similar law now or hereafter effect. Other than as specifically provided in this Section, Landlord shall not be obligated liable for and, except as provided in Article 12, there shall be no abatement of Rent with respect to, any injury to make or interference with Tenant's business arising from any repairs repairs, maintenance, alteration or improvements of any kind, in, upon, about, improvement in or to the Premises or the Building; provided that Landlord agrees that it will maintain any portion of the Building, including the Common AreasPremises, pursuant or in or to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the Buildingfixtures, appurtenances and equipment therein.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall maintain and keep in good order, first-class condition and state of repair (comparable to other Comparable Buildings) and, subject to Section 6 above, in compliance with applicable laws, the foundation, rooffoundations, exterior walls, structural portions of the roof and other structural portions of the Building (including the floor/ceiling slabs, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, parking facilities, stairwells, escalators, elevator cabs, plazas, pavement, sidewalks, curbs, entrances, landscaping, art work, sculptures, restrooms, mechanical, electrical and telephone closets, and all common and public areas) (collectively, the “Building Structure”), and shall maintain the electrical, plumbing, heating, ventilating, sprinkler and life-safety equipment in the Building (collectively, the “Building Systems”); and except that all damage or injury to the Premises, the Building or the equipment and improvements therein caused by any act, neglect, misuse or omission of any duty by Tenant Parties shall be paid by Tenant except to the extent the cost of same is covered by insurance carried by Landlord hereunder (or would have been covered had Landlord carried the insurance required hereunder). Subject to the provisions of Section 42(i) below, Landlord shall commence performance of any such required repairs promptly (but in any event within ten (10) days or sooner if required by reason of an emergency situation, unsafe condition or threat to person or property) following receipt of written notice from Tenant of the need for such repairs and shall thereafter diligently prosecute the work of such repairs to completion. Subject to the following provisions of this Section 7(a), Tenant hereby waives and releases its right to make repairs at Landlord’s expense under Sections 1941 and 1942 of the California Civil Code or under any similar law, statute or ordinance now or hereafter in effect. Landlord makes no warranty as to the quality, continuity or availability of the telecommunications services in the Building, and Tenant hereby waives any claim against Landlord for any actual or consequential damages (including damages for loss of business) if Tenant’s telecommunications services in any way are interrupted, damaged or rendered less effective, except to the Common Areasextent caused by the negligence or willful misconduct of Landlord, and its agents, contractors or employees. However, if Landlord fails to perform any of Landlord’s obligations under this Section 7(a) promptly after receipt of written notice of the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2need therefore from Tenant, and (ii1) such failure results in a situation which materially and adversely affects the operation of Tenant’s business from the Premises or an material risk of injury to persons or material property damage, (2) such failure is susceptible of cure by Tenant without work upon or otherwise affecting the exterior appearance of the Building, or adversely affecting the structural elements of the Building or the integrated Building mechanical or utility systems, and (3) within three (3) business days (or such shorter period as is reasonable under the circumstances if relating to an emergency situation, unsafe condition or threat to person or property) following Landlord’s receipt of a second written notice from Tenant of the existence of such situation stating Tenant’s intent to exercise its rights under this Section if such situation is not cured, Landlord fails to commence and thereafter diligently prosecute to completion the cure thereof, then Tenant shall have the right, but not the obligation, to promptly take such measures as are necessary to cure such situation (using qualified, licensed contractors reasonably experienced in performance of comparable work in Comparable Buildings), and Landlord shall have no obligation reimburse Tenant for the reasonable costs of completing such cure, plus interest at the ten percent (10%) per annum (or such lesser rate as is the then maximum lawful rate of interest) from the date such costs were incurred by Tenant until such reimbursement by Landlord, within thirty (30) days following Tenant’s submission to Landlord of reasonable evidence of the amount of such costs. If within thirty (30) days following Tenant’s completion of such cure and submission of such evidence of the costs thereof, Landlord does not either pay to Tenant the amount requested or deliver written notice (an “Objection Notice”) to Tenant objecting to Tenant’s claim that Landlord was required to perform any act which is such work under this Lease and/or the obligation amount requested for reimbursement (provided that if Landlord so objects to a portion of the amount requested for reimbursement, Landlord shall pay to Tenant the undisputed amount), then, notwithstanding anything to the contrary contained in this Lease, Tenant may offset the amount so requested, including interest, for reimbursement from Tenant’s rental obligations next coming due under this Lease; and further provided that notwithstanding the foregoingif Landlord so delivers an Objection Notice, Tenant shall not be required entitled to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other such offset (other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or undisputed amounts if the Objection Notice objects only to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity portion of the Buildingamount requested for reimbursement) and as Tenant’s sole remedy for amounts not so reimbursed or offset, Tenant may proceed to claim a default by Landlord. Any dispute as to which Landlord delivers an Objection Notice pursuant hereto shall be resolved by arbitration in accordance with the provisions of Section 37 below.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep repair and maintain the Common Facilities, subject to Tenant's obligation to pay its Pro Rata Share of Operating Costs, as provided in good order, condition and repair Article 6. Landlord shall maintain the foundation, roof, exterior walls, the foundations and other structural portions of the BuildingPremises and any building of which the Premises are a part, but Tenant shall pay (a) the Common Areasfull costs of such maintenance, or an equitable share determined by Landlord if the Premises are part of a multi-tenant building, (b) the full amount of any maintenance and repairs necessitated by any act, omission, conduct or activity of, or breach of finis lease by, Tenant or any of Ten ant's officers, agents, customers or invitees (plus fifteen percent (15%) of the mechanical, electrical, plumbing cost thereof for Landlord's overhead); and fire/life safety systems serving (c) any maintenance and repairs necessitated by breaking and entering of the Building; provided that (i) all Premises. Tenant shall pay its share of such maintenance and repair costs incurred by Landlord in making Landlord, to the extent such obligation exceeds any such repairs or performing such maintenance amount thereof impounded under Section 4.4, within fifteen (15) days after receipt of a statement from Landlord. There shall be Operating Expenses as defined in Section 5.2no abatement of rent, and no liability of Landlord, by reason of any injury to or interference with Ten ant's business arising from the making of any repairs alterations, or improvements to any portion of the Premises or the Center. Except as provided in Article 16 Damage and Destruction) and Article 17 (ii) Condemnation), Landlord shall have absolutely no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required other responsibility to repair, at its sole expense, maintain or replace any damage to portion of the Premises or Building caused by at any negligent or intentional act or omission of Tenant, its employees, contractors, agentstime. Tenant waives the right to make repairs at Landlord's expense under California Civil Code Section 1942, or invitees. Tenant hereby expressly waives the benefits of under any other law, statute or ordinance now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of effect. Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs or improvements of any kind, in, upon, about, or to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to 's obligations under this Section 8.1 are not intended to alter or modify in a manner consistent with comparable office buildings in any way the vicinity provisions of the BuildingArticle 12.

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 the provisions of Sections 12 and 13 hereofSection 9.2 below, Landlord shall keep in good ordermake all necessary repairs, condition and repair within a reasonable period following receipt of notice of the need therefor from Tenant, to the foundation, roof, and all structural aspects of the Building (collectively, the “Building Structure”), exterior walls, doors and other structural portions windows of the Building, and to public corridors and other public areas of the Common AreasProject 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, reasonable wear and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding tear excepted. Notwithstanding the foregoing, Tenant shall be required to repairsolely responsible for the repair and maintenance of, and all damage to, the Building or the Project (or any component thereof) resulting from the design and operation of all improvements which are not Building Standard improvements (described in the Work Letter Agreement) in or serving the Premises installed at the request of Tenant (regardless of whether installed by Landlord, its sole expenseagents or contractors or third party contractors). Except as provided in Article 12, there shall be no abatement of Rent, nor shall there be any liability of Landlord, by reason of any injury to, or damage suffered by Tenant, including without limitation, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agentsinconvenience to, or inviteesinterference 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. Tenant hereby expressly waives the benefits right to make repairs at Landlord’s expense under Sections 1941 and 1942 of any statute the California Civil Code, and under all other similar laws, statutes or ordinances now or hereafter in effect which would otherwise afford Tenant the right to terminate effect. No provision of this Lease because of Landlord’s failure shall be construed as obligating Landlord to keep the Premises in good orderperform any repairs, condition and repair. Other than as specifically provided in this Section, Landlord shall not be obligated to make any repairs Alterations or improvements of any kind, in, upon, about, or decorations to the Premises or the Building; provided that Project except as otherwise expressly agreed to be performed by Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to the provisions of this Section 8.1 in a manner consistent with comparable office buildings in the vicinity of the BuildingLease.

Landlord’s Obligations. Subject to the provisions of Sections 12 and 13 hereof, Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that comply with all Applicable Laws relating (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2to the Building Structure, and (ii) Landlord shall have no obligation the Building Systems, but only with respect to perform any act which Applicable Laws that were enacted, modified or initially enforced prior to the Lease Commencement Date, provided that, in either instance, compliance with such Applicable Laws is not the obligation responsibility of Tenant under this Lease; , and provided further provided that notwithstanding Landlord's failure to comply therewith would prohibit Tenant from obtaining or maintaining a certificate of occupancy for the foregoingPremises, Tenant shall be required to repairor would unreasonably and materially affect the safety of Tenant's employees or create a health hazard for Tenant's employees, at its sole expense, any damage or would otherwise materially and adversely affect Tenant's use of or access to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or inviteesPremises. In addition to Landlord's obligations set forth in the Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises in good order, condition and repair. Other than as specifically provided in this SectionWork Letter, Landlord shall remove, remediate, encapsulate or xxxxx any other Hazardous Substances (including, but not be obligated to make any repairs limited to, asbestos and lead paint) which were in existence in the Building or improvements of any kind, in, upon, about, or on the Project prior to the Premises Delivery Date, and were of such a nature that a federal, state, local or municipal governmental authority, if it had then had knowledge of the Building; provided that Landlord agrees presence of such Hazardous Substances, in the state, and under the conditions that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings then existed in the vicinity Building or on the Project, would have then required the removal of such Hazardous Substances or other remedial or containment action with respect thereto. To the Buildingextent required by Applicable Laws, Landlord shall cause an Asbestos Operations and Maintenance Manual to be prepared and delivered to Tenant prior to the Lease Commencement Date, and shall comply with all asbestos disclosure and notification requirements under Applicable Laws.

Landlord’s Obligations. Subject to the provisions of Sections 12 (a) Except as provided in Article Seven (Damage or Destruction) and 13 hereofArticle Eight (Condemnation), Landlord shall keep in good order, condition and repair the foundation, roof, exterior walls, and other structural portions of the Building, the Common Areas, and the mechanical, electrical, plumbing and fire/life safety systems serving the Building; provided that (i) all costs incurred by Landlord in making any such repairs or performing such maintenance shall be Operating Expenses as defined in Section 5.2, and (ii) Landlord shall have no obligation to perform any act which is the obligation of Tenant under this Lease; and further provided that notwithstanding the foregoing, Tenant shall be required to repair, at its sole expense, any damage to the Premises or Building caused by any negligent or intentional act or omission of Tenant, its employees, contractors, agents, or invitees. Tenant hereby expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to terminate this Lease because of Landlord’s failure to keep the Premises following in good order, condition and repair, at no additional cost to Tenant in.excess of the Reserves charged pursuant to Section 4,05.(d) below: 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. Other than as specifically provided in this SectionHowever, Landlord shall not be obligated to maintain or repair windows (but shall repair any water leaks in window seals and shall wash all exterior windows at lease twice per year), doors, plate glass or the interior surfaces of exterior walls. Landlord shall make repairs under this Section 6.03 within a reasonable time after receipt of written notice from Tenant of the need for such repairs. If any repairs portion of the Property or improvements any system or equipment in the Property 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 kindoptions), inthe useful life of such replacement shall be prorated over the remaining portion of the Lease Term (as extended), upon, about, or and Tenant shall be liable only for that portion of the cost which is applicable to the Premises or the Building; provided that Landlord agrees that it will maintain the Building, including the Common Areas, pursuant to this Section 8.1 in a manner consistent with comparable office buildings in the vicinity Lease Term (as extended). 1988 Southern California Chapter of the Building.Society of Industrial and Office Realtors, Inc.