Common use of Landlord’s Repair Obligations Clause in Contracts

Landlord’s Repair Obligations. Notwithstanding anything to the contrary in this Lease, Landlord shall make all necessary structural and exterior repairs to the Premises, the Building and the Project and shall be responsible for all repairs and maintenance of the Base Building and the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2

Landlord’s Repair Obligations. Notwithstanding anything to the contrary in this Lease, Landlord shall make all necessary structural and exterior repairs to the Premises, the Building and the Project and shall be responsible for all to keep and maintain in good repair and working order and make repairs to and perform maintenance upon the following (the cost of which may be included in Expenses to the extent not excluded in Section IV.C.): (1) structural elements of the Base Building; (2) mechanical (including HVAC), electrical, lighting, plumbing and fire/life safety systems serving the Building and the in general; (3) Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs or maintenance are required by reason (4) the roof of the special requirements, acts, or negligence of Tenant or Building; (5) exterior windows of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only Building; and (6) elevators serving the Premises (as the same may be adjusted hereunder), then Building. Landlord shall promptly make repairs (considering the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition nature and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part urgency of the Common Areas and/or the Projectrepair) for which Landlord is responsible. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, If the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy a material portion of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated is impaired or made untenantable for a period in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use excess of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project four (4) consecutive days after notice as a result of activities Landlord's failure to fulfill its obligations in this Section, then Tenant shall be entitled to receive an abatement of anyone other than Rent payable hereunder during the period beginning on the 4th consecutive day of such failure after notice and ending on the day the Premises are again not impaired or tenantable. If the entire Premises has not been rendered impaired or untenantable by the service failure, the amount of abatement that Tenant is entitled to receive shall be prorated based upon the percentage of the Premises rendered impaired or untenantable. In no event, however, shall Landlord be liable to Tenant for any loss or damage, including the Tenant Partiestheft of Tenant's Property (defined in Article XV), arising out of or in connection with the failure of any security services, personnel or equipment, except to the extent that caused by Landlord's negligence or willful misconduct. Landlord shall be obligated to maintain the Common Areas in a good condition and repair. If Tenant or is the majority tenant of the Building and Landlord fails to commence and diligently pursue any repairs to the Building and the Common Areas for which Landlord is responsible for more than ten (10) days after notice from Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. (although notice shall not be required if there is an emergency), Tenant may not make any improvementsthe repairs, alterations, additions or changes and Landlord shall pay the reasonable cost of the repairs to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than within thirty (30) days prior to after receipt of an invoice and evidence of the commencement cost thereof, together with an administrative charge in an amount equal to 10% of the cost of the repairs, and Tenant may offset any amounts due hereunder and which consent shall are not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects timely paid against the structural portions or the systems or equipment next installment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2Rent.

Landlord’s Repair Obligations. Notwithstanding anything to the contrary in this Leaseforegoing, Landlord shall make all necessary structural and exterior repairs to the Premises, the Building and the Project and shall be responsible for all repairs to the exterior walls (including exterior windows), foundation and maintenance roof (including roof membrane) of the Base Building, the structural portions of the floors of the Building (the “Building Structure”), and the Common Areasbase Building systems and equipment located in the internal core of the Building (collectively, the “Building Systems” and together with the Building Structure, the “Base Building”), and any costs associated with Common Areas and maintaining same in good order and repair, except to the extent that such repairs shall be deemed an Operating Expenseare required due to the negligence or willful misconduct of Tenant; provided, however, that if any such repairs are due to the negligence or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees willful misconduct of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall nevertheless make the necessary such repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premisesexpense, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenantor, if covered by Landlord’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Leaseinsurance, Tenant shall have no liability of only be obligated to pay any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except deductible in connection therewith. Subject to the extent that Tenant or any Tenant Parties exacerbates any terms of Article 27, below, Landlord may, but shall not be required to, enter the Premises at all reasonable times and upon reasonable prior notice to make such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvementsrepairs, alterations, improvements or additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent Project or to any Alteration which adversely affects equipment located in the structural portions Project as Landlord shall desire or the systems deem necessary or equipment as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided that Landlord shall use commercially reasonable efforts to minimize any disturbance of the Building or is visible from the exterior Tenant’s use and occupancy of the Premises (other than for the Permitted Use. Tenant hereby waives any Back-Up Generator, as defined in and all rights under and benefits of subsection 1 of Section 29.35). The construction 1932 and Sections 1941 and 1942 of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained hereinCalifornia Civil Code or under any similar law, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Projectstatute, or (iv) result ordinance now or hereafter in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2effect.

Landlord’s Repair Obligations. Notwithstanding anything Subject to the contrary in Section 18.1 and 18.2 of this Lease, Landlord shall make all necessary structural and exterior repairs shall, as part of the Operating Expenses (except to the Premisesextent excluded from Operating Expenses in Section 4 above), repair, maintain and replace, in a first-class condition and in compliance with all applicable laws (a) the Building shell and the Project and shall be responsible for all repairs and maintenance other structural portions of the Base Building (including the roof and foundations), (b) the basic heating, ventilating, air conditioning (“HVAC”), sprinkler and electrical systems within the Building core and standard conduits, connections and distribution systems thereof within the Premises (but not any above standard improvements installed in the Premises such as, for example, but by way of limitation, custom lighting, special or supplementary HVAC or plumbing systems or distribution extensions, special or supplemental electrical panels or distribution systems, or kitchen or restroom facilities and appliances to the extent such facilities and appliances are intended for the exclusive use of Tenant), and (c) the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any to the extent such maintenance, repairs or maintenance replacements are required by reason as a result of the special requirementsany act, actsneglect, fault or negligence omission of Tenant or any of the Tenant’s agents, employees, patientscontractors, licensees or invitees of Tenantinvitees, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause pay to be maintainedLandlord, as an Operating Expenseadditional rent, the Base Building in good condition costs of such maintenance, repairs and repairreplacements. Subject to Section 16.5 below, there shall be no abatement of rent and in accordance with all applicable Laws and all insurance companies no liability of Landlord insuring all by reason of any injury to or interference with Tenant’s business arising from the making of any part repairs, alterations or improvements in or to any portion of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence Building or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanicalin or to fixtures, plumbing or HVAC facilities or systems pertaining to appurtenances and equipment therein. Without limiting the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained hereinforegoing, Tenant may waives the right to make non-structural alterations to the Premises (“Permitted Alterations”), without repairs at Landlord’s consentexpense under any law, provided that statute or ordinance now or hereafter in effect (including the aggregate cost provisions of California Civil Code Section 1942 and any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month periodsuccessive sections or statutes of a similar nature), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2.

Landlord’s Repair Obligations. Notwithstanding anything Landlord shall have the obligation to repair, replace and maintain only the structural portions of the Premises, including, without limitation, the foundation, footings, floor/ceiling slabs, roof (including roof structure), curtain wall, exterior glass and mullions, load bearing walls, columns, beams, shafts (including elevator shafts), stairs, building standard stairwells (but not stairs or stairwells installed by the Tenant or any former tenant) and elevators (collectively, the “Building Structure”), and the Building Systems and Common Area. Landlord shall repair, replace and maintain the Building Structure, the Building Systems and Common Area in good working order and in a clean, safe and sanitary condition, consistent with the maintenance and repair of first class buildings of similar age and quality located in the Stanford Research Park in Palo Alto. The costs of such repair, replacement and maintenance shall be included in Operating Expenses to the contrary extent permitted by Section 8 of this Lease; provided that, Tenant shall reimburse Landlord in full and within thirty (30) days after written demand for the cost of any repair to the Common Area, Building Structure or Building Systems attributable to misuse by Tenant or Tenant’s Agents. Such reimbursement shall be Additional Rent. Except as specifically provided in this Section 9.1 or elsewhere in this Lease, Landlord shall make all necessary structural and exterior repairs not be required to the Premisesfurnish any services, the Building and the Project and shall be responsible for all repairs and maintenance of the Base Building and the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs facilities or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes utilities to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereofTenant, and which consent shall not be unreasonably withheld by LandlordTenant assumes full responsibility for paying for all services, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter facilities and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement utilities to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance. Tenant shall give notify Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description in writing when it becomes aware of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in need for any repair, replacement or maintenance which is Landlord’s responsibility under this Section 8.1 to qualify’ as a Permitted Alterationof which it becomes aware. Except as otherwise providedprovided in Section 16.7 below, the term “Alterations” shall include Permitted Alterations. 8.2Tenant hereby waives and releases any right it may have under any Applicable Laws to make any repairs that are Landlord’s obligation under this Section.

Landlord’s Repair Obligations. Notwithstanding anything to the contrary in this Lease, Landlord shall make all necessary structural and exterior repairs to the Premises, the Building and the Project and shall be responsible for all repairs and maintenance of the Base Building and the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2.

Landlord’s Repair Obligations. Notwithstanding anything Subject to the contrary in Section 18.1 and 18.2 of this Lease, Landlord shall make all repair, maintain and replace, as necessary structural and exterior repairs to the Premises(a) as part of Operating Expenses, the Building shell and other structural portions of the Project Building (including the structural elements of the roof and foundations), provided repair and replacement of structural elements of roof, foundation and structural load bearing walls shall be responsible performed at Landlord's sole cost and expense, (b) as part of Operating Expenses, the basic heating, ventilating, air conditioning ("HVAC"), sprinkler and electrical systems within the Building core and standard conduits, connections and distribution systems thereof within the Premises (but not any above standard improvements installed in the Premises such as, for all repairs example, but not by way of limitation, custom lighting, special or supplementary HVAC or plumbing systems or distribution extensions, special or supplemental electrical panels or distribution systems, or kitchen or restroom facilities and maintenance appliances to the extent such facilities and appliances are intended for the exclusive use of the Base Building Tenant), and (c) as part of Operating Expenses, the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if to the extent such maintenance, repairs or replacements are required as a result of any act, neglect, fault or omission of Tenant or any of Tenant's agents, employees, contractors or licensees, Tenant shall be responsible for such maintenance, repairs and replacements. Landlord shall not be liable to Tenant for failure to perform any such maintenance, repairs or replacements, unless Landlord shall fail to perform or commence to perform such maintenance, repairs or replacements and such failure shall continue for more than five (5) business days after Landlord's receipt of Tenant's written notice therefore. Landlord will be deemed to have commenced such maintenance, repair or replacement when Landlord or its agent has inspected the condition and commenced the work or contacted any outside service required in connection therewith provided Landlord proceeds diligently to complete or cause to be completed such work as soon as reasonably possible under the circumstances. In the event of an emergency which creates an immediate threat of injury to persons or damage to property, after reasonable efforts to contact Landlord, Tenant may make such repairs or maintenance are as may reasonably be required by reason at Landlord's expense and Landlord will reimburse Tenant its reasonable out of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than pocket costs within thirty (30) days prior of receipt of a bill xxxrefor and evidence supporting Tenant's expenditures. Tenant shall be liable for any damage Tenant causes in performing any such repairs on Landlord's behalf. Any dispute will be resolved pursuant to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined procedure set forth in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms 24 of this Article 8Lease. Notwithstanding anything to the contrary contained Except as set forth herein, Tenant may make non-structural alterations to waives the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party right to make repairs at Landlord's expense under any alteration law, statute or improvement to ordinance now or hereafter in effect (including the Premises, the Building provisions of California Civil Code Section 1942 and any successive sections or the Project, or (iv) result in the voiding statutes of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2similar nature).

Landlord’s Repair Obligations. Notwithstanding anything Subject to the contrary in this Leaseprovisions of Sections 14, 20 and 22 hereof, Landlord shall make maintain in good repair, reasonable wear and tear accepted, all parts of the Development, other than the Demised Premises or portions of the Development within the exclusive control of tenants of the Development, making all necessary repairs and replacements, whether ordinary or extraordinary, structural or nonstructural, including roof, foundation, walls, the heating, ventilation and air conditioning systems, downspouts, gutters, regular moving of any grass, trimming, weed removal and general landscape maintenance, including exterior painting, exterior lighting, exterior signs and common sewage plumbing and the maintenance of all paved areas including driveways and alleys, including, but not limited to, cleaning, repaving, restripping and resealing. Tenant shall immediately give Landlord written notice of any defect or need for repairs, after which Landlord shall have a reasonable opportunity to repair the same or cure such defect. Landlord's liability with respect to any defects, repairs or maintenance for which Landlord is responsible under any of the provisions of this Lease shall be limited to the Premises, the Building and the Project and shall be responsible for all repairs and maintenance cost of the Base Building and the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs or maintenance are required or the curing of such defect and Landlord shall not be liable for damages. The term "walls" as used herein shall not include windows, glass or plate glass, doors, special store front or office entry. Landlord shall not be liable to Tenant, its employees, agents, invitees, licensees, family members, guests or trespassers for any damage, compensation or claim arising from the necessity of repairing any portion of the Development, the interruption in the use of the Demised Premises, accident or damage resulting from the use or operation (by Landlord, Tenant or any other person or persons whatsoever) of elevators, or heating, cooling, electrical or plumbing equipment or apparatus, or the termination of this Lease by reason of the special requirements, actsdestruction of the Demised Premises, or negligence of Tenant from any fire, robbery, theft, and/or any other casualty, or from any leakage in any part or portion of the agents, employees, patientsDemised Premises or the Building, or invitees of Tenantfrom water, includingrain or snow that may leak into, without limitationor flow from, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold Demised Premises or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premisesor from drains, pipes or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated plumbing work in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premisesor from any other cause whatsoever, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any unless such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld damage is proximately caused by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance's negligence. Tenant shall give Landlord at least ten (10) days prior prompt notice of such Permitted Alterationsany accident to or defect in the pipes, which notice shall heating or air conditioning apparatus, or electric wires or system in order that the same may be accompanied remedied by a reasonably detailed description Landlord, subject, however, to the provisions of the Permitted Alteration Sections 8, 10 and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.214 hereof.

Landlord’s Repair Obligations. Notwithstanding anything to Landlord shall, at its sole cost and expense, repair, maintain and replace, as necessary the contrary in this LeaseBuilding shell and other structural portions of the Building (including the roof, exterior walls and foundations). In addition, as part of the Operating Expenses, Landlord shall make all repair, maintain and replace, as necessary structural (a) the basic plumbing, heating, ventilating, air conditioning, sprinkler and exterior repairs electrical systems within the Building core (but not any conduits or connections thereto or distribution systems thereof within the Premises or any other tenant's premises or those systems exclusively serving the Premises or any other premises), and (b) the Common Areas of the Project. Notwithstanding the foregoing, to the Premisesextent any maintenance, the Building and the Project and shall be responsible for all repairs and maintenance of the Base Building and the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs or maintenance replacements required to be performed by Landlord pursuant to this Section 11.3 are required by reason as a result of the special requirementsany act, actsneglect, fault or negligence omission of Tenant or any of the Tenant's agents, employees, patientscontractors, licensees or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Leaseinvitees, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located inpay to Landlord, on, or under the Buildingas additional rent, the Premisescosts of such maintenance, repairs or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditionsreplacements. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlordliable to Tenant for failure to perform any such repairs, provided it maintenance or replacements, unless Landlord shall be deemed reasonable fail to make such repairs, maintenance or replacements and such failure shall continue for an unreasonable time following written notice from Tenant to Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from need therefor. Without limiting the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained hereinforegoing, Tenant may make non-structural alterations to waives the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party right to make repairs at Landlord's expense under any alteration law, statute or improvement to ordinance now or hereafter in effect (including the Premises, the Building provisions of California Civil Code Section 1942 and any successive sections or the Project, or (iv) result in the voiding statutes of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2similar nature).

Landlord’s Repair Obligations. Notwithstanding anything In addition to any repair obligations of Landlord set forth elsewhere in this Lease, Landlord, at Landlord’s cost, shall repair, maintain and replace as necessary, the foundation and structural elements of the Building (including structural load bearing walls and roof structure), the exterior of the Building, including exterior windows and doors, and utility meters, electrical lines, pipes and conduits connected to, located in, or otherwise serving the Building and the Premises in a manner and at levels reasonably consistent with other Comparable Buildings and in compliance with all Laws; provided, however, to the contrary extent such maintenance, repairs or replacements are required as a result of any negligence or willful misconduct of Tenant or any of Tenant’s Parties, Tenant shall pay to Landlord, as Additional Rent, the actual and reasonable costs of such maintenance, repairs and replacements that are not covered by insurance required to be maintained by Landlord hereunder less any applicable deductible (regardless as to whether or not Landlord actually makes a claim for such repairs). Except as otherwise expressly provided in this Lease, Landlord shall make all necessary structural and exterior repairs have no obligation to the Premisesalter, the Building and the Project and shall be responsible for all repairs and maintenance of the Base Building and the Common Areasremodel, and any costs associated with such repairs shall be deemed an Operating Expense; providedimprove, however, that if any such repairs or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring renovate, redecorate or paint all or any part of the Common Areas and/or Premises. Except as otherwise stated in the Project. To the extent that any Hazardous Materials, including, without limitation, mold Summary or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary elsewhere in this Lease, Tenant shall have no liability waives the right to make repairs at Landlord’s expense under any Laws. All other repair and maintenance of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except Building and Property to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld performed by Landlord, provided it if any, shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects as provided in the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8Summary. Notwithstanding anything the foregoing, if Landlord fails to the contrary contained hereinperform any of its maintenance or repair obligations pursuant to this Section 8.1 or otherwise as provided in this Lease, Tenant may make non-structural alterations and if such maintenance or repair obligation pertains to the Premises a Critical Service to be provided by Landlord hereunder (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any even if such changes does failure has not exceed $25,000.00 per instance (up to $75,000.00 resulted in any twelve (12) month perioda Rent Abatement Service Failure), and further provided that such changes do failure continues for more than five (5) consecutive days after notice from Tenant of such failure, then in addition to any other rights or remedies which Tenant might have hereunder, Tenant shall have the right, but not (1) require the obligation, to perform any structural modifications such maintenance, repair or replacement with respect to such Critical Service as Tenant deems reasonably necessary, and to offset the Premises or Building, (ii) affect the exterior actual costs of the Building (nor visible from same against the exterior next Rent coming due under this Lease after compliance by Tenant of all of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to provisions for offset of Rent as described in Article 33 hereof. All other repair and maintenance of the Premises, the Building or the Projectand Property to be performed by Landlord, or (iv) result if any, shall be as provided in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2Summary.

Landlord’s Repair Obligations. Notwithstanding anything Landlord shall at all times during the Lease Term maintain in good condition and operating order and in a manner reasonably commensurate with the maintenance standards of owners of Comparable Buildings, the structural portions of the Buildings, including, without limitation, the foundation, exterior walls, the structural portions of the floors (including the floor slabs), ceilings, roof, columns, beams, shafts, stairs, stairwells, escalators, elevators, base building restrooms and all Common Areas (collectively, the “Building Structure”), and the Base Building mechanical, electrical, life safety, plumbing, sprinkler, security and HVAC systems installed or furnished by Landlord (collectively, the “Building Systems”); provided, however, if any repairs to the contrary in this Leaseforegoing are required 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. In addition, Landlord shall use commercially reasonable efforts, at all necessary structural and exterior repairs times during the Lease Term, to cause the Building Systems to perform in accordance with the design specifications for such equipment. Except as specifically set forth in this Lease to the Premisescontrary, Tenant shall not be required to repair the Building and Structure and/or the Project and shall be responsible for all repairs and maintenance Building Systems, except to the extent required because of Tenant’s use of the Base Building and Premises for other than the Common Areas, and any costs associated with such repairs shall be deemed an Operating ExpensePermitted Use; provided, however, that if any Landlord shall nevertheless make such repairs or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premisesexpense, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenantor, if covered by Landlord’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Leaseinsurance, Tenant shall have no liability of only be obligated to pay any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined deductible in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2connection therewith.

Landlord’s Repair Obligations. Notwithstanding anything to the contrary Except as provided in this LeaseSections 12 and ----------------------------- 13, Landlord shall shall, subject to Section 14 and the second and third sentences of Section 10.2, be obligated only to maintain and make all necessary structural and exterior repairs to the Premises, the Building and the Project and shall be responsible for all repairs and maintenance structural elements of the Base Building and the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration roof of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, elevators within the Building, Premisesthe public corridors, or public washrooms and lobby of the Project as a result Building, the exterior windows of activities of anyone other than Tenant or the Tenant PartiesBuilding, except and, subject to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterationsprovisions of Section 8, the electrical, plumbing, heating, ventilation and air conditioning systems of the Building. Tenant agrees to give prompt notice of any defective condition in the Premises for which Landlord may not make any improvementsbe responsible hereunder. Inconvenience, annoyance or injury to business arising from Landlord or others making repairs, alterations, additions or changes to the Premises improvements in or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment portion of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the PremisesProperty, the Building or the ProjectPremises or in and to the fixtures, appurtenances or equipment thereof, shall not be deemed an eviction or disturbance of Tenant's use and possession of the Premises or any part thereof, or (iv) result render Landlord liable for damages by abatement or reduction of Rent or otherwise or relieve Tenant from performance of Tenant's obligations under this Lease. Landlord will use reasonable efforts to schedule work in the voiding Premises so as to minimize any adverse effect thereof on Tenant's business. If Tenant requests that such work be done after normal business hours, and if Landlord consents thereto (such consent not to be unreasonably withheld), Landlord will cause such work to be done after normal business hours and Tenant will pay the increased cost thereof within ten days of Landlord’s insuranceTenant's receipt of a xxxx therefor. Tenant shall give Landlord hereby waives and releases its right to make repairs at least ten (10) days prior notice of such Permitted AlterationsLandlord's expense under any law, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained statute, or ordinance now or hereafter in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2effect.

Landlord’s Repair Obligations. Notwithstanding anything expressed or implied herein to the contrary in this Leasecontrary, Landlord shall make all necessary shall, at Landlord’s sole cost and expense, repair, maintain and replace the roof structure, structural walls and exterior repairs to the Premises, foundation of the Building and the Project costs and expenses incurred by Landlord in connection therewith shall not, as provided in Section 4, be responsible included in the Operating Expenses; except that Tenant shall reimburse Landlord for all repairs such costs and maintenance expenses to the extent necessitated by the act, omission or conduct of Tenant or Tenant’s Parties, Tenant Improvements or Tenant Changes. Landlord shall as part of Operating Expenses (to the extent provided in Section 4) repair, maintain and replace, as necessary, (a) the Building Base, Shell and Core (as described in Exhibit “B”) and other structural portions of the Base Building, (b) the basic plumbing, heating, ventilating, air conditioning, sprinkler and electrical systems within the Building Base, Shell and Core (but not any conduits or connections thereto or distribution systems thereof within the Premises or any other tenant’s premises or those systems exclusively serving the Premises or any other tenant’s premises), (c) the roof membrane, and (d) the Common Areas, and any costs associated with such repairs shall be deemed an Operating ExpenseAreas of the Project; provided, however, that if any to the extent such maintenance, repairs or maintenance replacements are required by reason as a result of the special requirementsany act, actsneglect, fault or negligence omission of Tenant or any of the Tenant’s agents, employees, patientscontractors, licensees or invitees of Tenantinvitees, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause pay to be maintainedLandlord, as an Operating Expenseadditional rent, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration costs of such Hazardous Materials is not caused by maintenance, repairs or replacements. So long as Landlord uses commercially reasonable efforts to minimize interference with Tenant’s use of or occupancy of the Premises, then Landlord there shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws no abatement of rent and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Lease, Tenant shall have no liability of Landlord by reason of any kind for injury to or interference with Tenant’s business arising from the making of any pre-existing Hazardous Materials located inrepairs, on, alterations or under the Building, the Premises, improvements in or the Project as to any portion of the date of this Lease Project, Building or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project as a result of activities of anyone other than Tenant or the Tenant Parties, except to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanicalin or to fixtures, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, appurtenances and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does not exceed $25,000.00 per instance (up to $75,000.00 in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications to the Premises or Building, (ii) affect the exterior of the Building (nor visible from the exterior of the Building), (iii) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (iv) result in the voiding of Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2therein.

Landlord’s Repair Obligations. Notwithstanding anything Subject to the contrary in Articles XIII and XIV of this Lease, Landlord shall make all repair, maintain and replace, as necessary (a) at Landlord’s sole cost and expense, the structural portions of the Demised Premises and exterior repairs the Southern Building (including the structural elements of the roof, structural walls, underground utilities, concrete subflooring and foundations), (b) as part of the Operating Expenses (except to the Premisesextent otherwise excluded pursuant to Sections 6.2 and 6.8 above or this Section 9.1 below), (i) the Building Systems and Equipment (but not any above standard improvements installed in the Premises such as, for example, but by way of limitation, custom lighting, special or supplementary HVAC or plumbing systems or distribution extensions, special or supplemental electrical panels or distribution systems, or kitchen or restroom facilities and appliances to the extent such facilities and appliances are intended for the exclusive use of Tenant), (ii) the Building Common Areas with respect to the Southern Building and (iii) the Project and shall be responsible for all repairs and maintenance of the Base Building and the Common Areas, and any costs associated with such repairs shall be deemed an Operating Expense; provided, however, that if any such repairs or maintenance are required by reason of the special requirements, acts, or negligence of Tenant or of the agents, employees, patients, or invitees of Tenant, including, without limitation, any equipment required or installed by Tenant and, then, only serving the Premises (as the same may be adjusted hereunder), then Landlord shall make the necessary repairs at the sole expense of Tenant. In this connection, Landlord shall maintain or cause to be maintained, as an Operating Expense, the Base Building in good condition and repair, and in accordance with all applicable Laws and all insurance companies of Landlord insuring all or any part of the Common Areas and/or the Project. To the extent that any Hazardous Materials, including, without limitation, mold or carbon monoxide, are or become present in, or migrate onto or under, the Building, the Premises, or the Project, and the presence or migration of such Hazardous Materials is not caused by Tenant’s use of or occupancy of the Premises, then Landlord shall promptly cause such Hazardous Materials to be removed and/or remediated in accordance with all applicable Laws and in a manner that minimizes disruption to Tenant’s access to and use of the Premises to the extent reasonably practicable. Notwithstanding anything to the contrary in this Leasesuch maintenance, Tenant shall have no liability of any kind for any pre-existing Hazardous Materials located in, on, repairs or under the Building, the Premises, or the Project as of the date of this Lease or for any Hazardous Materials that migrate onto or under, or otherwise become present at, the Building, Premises, or the Project replacements are required as a result of activities any act, neglect, fault or omission of anyone other than Tenant or any of the Tenant Parties, except Tenant shall pay to the extent that Tenant or any Tenant Parties exacerbates any such pre-existing conditions. ARTICLES ADDITIONS AND ALTERATIONS 8.1 Landlord’s Consent to Alterations. Tenant may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectivelyas Additional Rent, the “Alterations”) without first procuring the prior written consent of Landlord to such Alterations, which consent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, and which consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Premises (other than any Back-Up Generator, as defined in Section 29.35). The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Notwithstanding anything to the contrary contained herein, Tenant may make non-structural alterations to the Premises (“Permitted Alterations”), without Landlord’s consent, provided that the aggregate cost of any such changes does maintenance, repairs or replacements. Landlord shall not exceed $25,000.00 per instance be liable to Tenant for failure to perform any such maintenance, repairs or replacements, unless Landlord shall fail to make such maintenance, repairs or replacements and such failure shall continue for a reasonable time following written notice from Tenant to Landlord of the need therefor. Without limiting the foregoing, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect (up to $75,000.00 including the provisions of California Civil Code section 1942 and any successive sections or statutes of a similar nature). Notwithstanding the foregoing or anything in any twelve (12) month period), and further provided that such changes do not (1) require any structural modifications this Lease to the Premises or Buildingcontrary, (ii) affect the exterior costs incurred by Landlord in maintaining the structural portions of the Southern Building (nor visible from the exterior of the Building), (iiias described in Section 9.1(a) trigger any Law which would require either party to make any alteration or improvement to the Premises, the Building or the Project, or (ivabove) result in the voiding of shall be at Landlord’s insurance. Tenant shall give Landlord at least ten (10) days prior notice of such Permitted Alterations, which notice shall sole cost and expense and not be accompanied by a reasonably detailed description of the Permitted Alteration and reasonably adequate evidence that such changes meet the criteria contained included in this Section 8.1 to qualify’ as a Permitted Alteration. Except as otherwise provided, the term “Alterations” shall include Permitted Alterations. 8.2Operating Expenses.