Common use of Landlord’s Repairs Clause in Contracts

Landlord’s Repairs. Landlord shall, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31.

Landlord’s Repairs. Landlord shall, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject Subject to the provisions regarding fire and other casualty losses set forth in Section 17 hereof, Landlord shall (i) keep the foundations, roofs, exterior walls, and the structural elements of the penultimate paragraph Building, and the common areas in the Building, exclusive of Section 17, caused the Premises and other tenant spaces occupied by Tenant or any Tenant Partiesunder the control of tenants, in which case Tenant good order, repair and condition at all times during the Term, (ii) keep in good order, condition and repair all outside windows of the Premises and the electrical, plumbing, heating, ventilating and air conditioning systems servicing the Premises (other than as set forth in Section 9(b) above), and (iii) repair any defects in materials and/or workmanship in Landlord’s Work and/or Landlord’s Additional Work for a period of one (1) year following the Turnover Date (as defined in Exhibit B). Notwithstanding the foregoing, (A) Landlord shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, not be responsible for the routine maintenance and or repair of any floor or wall coverings in the Premises or any of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving which are located within the Premises and other portions are supplemental or special to the Building’s standard systems; and (B) the cost of performing any of said maintenance or repairs, whether to the Project (“Building Systems”)Premises or to the Building, in good repair, reasonable wear and tear and uninsured losses and damages caused by the negligence of Tenant, or by any of Tenant’s its employees, agents, servants, employeeslicensees, invitees subtenants, contractors or invitees, shall be paid by Tenant immediately upon Landlord’s demand therefor. Upon reasonable prior oral or written notice (except in the case of an emergency, where no such notice shall be required), and contractors (collectivelyexcept in emergency, “Tenant Parties”) excluded. Subject subject to Tenant’s reasonable requirements regarding security and protection of Tenant’s confidential information and so long as Landlord uses good faith efforts to maintain reasonable access to the provisions Premises and to minimize unreasonable interference with the conduct of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. business, Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergencymay, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord but shall not be liable for any failure required to, enter the Premises at all reasonable times to make any repairs repairs, alterations, improvements and additions to the Premises or to perform the Building or to any maintenance unless such failure equipment located in the Building as Landlord shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs desire or maintenance. Tenant waives its rights under any state deem necessary or local law to terminate this Lease or, except as provided in Section 31, Landlord may be required to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, by governmental authority or similar cause of damage court order or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31decree.

Landlord’s Repairs. Landlord shall, at Subject to Tenant’s obligations in Section 6.3 and Section 6.4 herein and in addition to Landlord’s sole expense (obligations set forth in Section 2.3 and not as an Operating Expense)Section 5.1 herein, Landlord shall be responsible for capital repairs maintenance (including repair and replacements replacement, where applicable) of the roof Building, the Building slab, the Building Shell Improvements (not including including, without limitation, the elevators, the restrooms and fixtures located therein and the stairwells), the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless Building, the Building-Specific Common Areas and the Exterior Common Areas in a condition reasonably consistent with other first-class suburban office buildings comparable to the Building in the south Charlotte area, except as otherwise provided in this Lease and so long as the need for such repairs or replacements maintenance, repair and/or replacement is (a) required by changes in Legal Requirements, in which case not the cost thereof shall, subject to Section 5(v), be included as part result of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions Tenant’s construction and/or installation of the penultimate paragraph of Section 17Tenant Improvements or other Improvements. Additionally, caused by Tenant or any Tenant Parties, in which case Tenant Landlord shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for defects in manufacture and construction which affect the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the Building’s HVAC, plumbingmechanical, fire sprinklerselectrical and plumbing systems for the period beginning on the Commencement Date and ending on September 30, elevators and all other building systems serving the Premises and other portions 2011, provided Tenant provides Landlord with written notice thereof during such period of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completedtime. Landlord shall have no responsibility or liability for failure be entitled to supply Building Systems services during pass through to Tenant, as Additional Rent, Tenant’s Proportionate Share of the costs of any such period work that Landlord is required to perform hereunder to the full extent allowed under the terms and provisions of interruptionSection 4.2 herein; provided, however, that in the event any work which Landlord shallis required to perform under this Section 6.5 or under Section 2.3 or Section 5.1 herein is covered, except in case of emergencywhole or in part, give under any warranty held by Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenancerelative to the Tenant Improvements, repairs, alterations or improvements. Landlord shall use commercially reasonable efforts to make a claim (or to coordinate such planned stoppages with Tenant in making a claim) under such warranty before passing through the costs covered by such warranty to minimize interference Tenant in accordance with Tenant’s operations in the Premisesterms and provisions of Section 4.2 herein. Accordingly, Tenant shall promptly give provide Landlord written notice with a comprehensive list of any repair required warranties held by Landlord pursuant Tenant relative to this Sectionthe Tenant Improvements as well as a copy of each such warranty, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. and Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for cooperate with and assist Landlord, as reasonably requested by Landlord, in Section 31making or asserting claims under such warranties.

Landlord’s Repairs. Landlord shallshall maintain, at Landlord’s sole expense (and not as an Operating Expense)its expense, be responsible for capital repairs and replacements the structural soundness of the roof (not including the roof membrane)roof, foundation, exterior walls and foundation interior load bearing walls of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal RequirementsBuilding, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking underground and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), subsurface utility piping in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees its agents and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurancethe waiver of subrogation contained herein excluded. The term "walls" as used in this Paragraph 10 shall not include windows, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident glass or emergencyplate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect such repair. Landlord In the event of an emergency, Tenant shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of have the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, right to make such temporary, emergency repairs (and only such temporary, emergency repairs) to the roof, foundation, exterior walls and interior load bearing walls of the Building as may be reasonably necessary to prevent material damage to Tenant's property at Landlord’s expense the Premises and/or personal injury to Tenant's employees at the Premises (provided Tenant first attempts to notify Landlord telephonically of such emergency and agrees that notifies Landlord of such circumstances in writing as soon as practicable thereafter). In such event, Landlord shall reimburse Tenant for the parties’ respective rights reasonable, out-of-pocket costs actually incurred by Tenant in making such repairs, up to but not to exceed $25,000. If Landlord fails to reimburse Tenant for the reasonable, out-of-pocket costs incurred by Tenant in making such repairs with respect to such matters shall be solely as set forth herein. Repairs required as emergency, within 30 days after demand therefor, accompanied by supporting evidence of the result of firecosts incurred by Tenant, earthquakethen Tenant may bring an action for damages against Landlord to recover such costs, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have together with interest thereof at the self-help rights rate provided for in Section 31Paragraph 37(j) of the Lease, and reasonable attorney's fees incurred by Tenant in bringing such action for damages. In no event, however, shall Tenant have a right to terminate the Lease. Landlord, at Tenant's expense as provided in Paragraph 6, shall maintain in good repair and condition the roof membrane, the parking areas and other common areas of the Building and the Project, including, but not limited to driveways, alleys, landscape and grounds surrounding the Premises.

Landlord’s Repairs. Landlord shall, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane roof, foundations, floor slabs and all exterior walls of the exteriorBuilding (collectively, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“"Base Building Systems”), Components") in good condition and repair, reasonable wear and tear and uninsured losses and damages caused by Tenantexcepted. The term walls as used herein shall not include windows, glass or by any of Tenant’s agentsplate glass, servantsdoors, employeesspecial store fronts or office entries. The term roof as used herein shall not include skylights, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant smoke hatches or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completedroof vents. Landlord shall have no responsibility or liability also maintain in good condition and repair, reasonable wear and tear excepted, the Common Areas, including, but not limited to, the landscaped areas, parking areas and driveways. Tenant shall reimburse Landlord for failure to supply Building Systems services during any such period Landlord's costs of interruption; complying with its obligations under this Section 10 in accordance with Section 5 above, provided, however, that any damage caused by or repairs necessitated by any act of Tenant or any other Tenant Party may be repaired by Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with at Landlord's option and at Tenant’s operations in the Premises's expense. Tenant shall promptly give Landlord prompt written notice of any repair repairs required by of Landlord pursuant to this SectionSection 10, after which notice Landlord shall make a commercially have reasonable effort opportunity to effect such repairperform the same. Landlord shall not be liable for also repair any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice patent defects in Landlord's Work in each Phase of the need for such repairs or maintenance. Premises provided that Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that gives Landlord notice thereof within three (3) months following the parties’ respective rights with respect Commencement Date applicable to such matters Phase. Landlord shall be solely as set forth herein. Repairs required as also repair latent defects in Landlord's Work in each Phase of the result of firePremises, earthquakeprovided Tenant gives Landlord notice thereof within thirty (30) days after the date that Tenant discovers the same, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have but in any event within two (2) years following the self-help rights provided for in Section 31Commencement Date applicable to such Phase.

Landlord’s Repairs. Landlord shallAnything contained in Section 7.1 above to the contrary notwithstanding, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v)Articles 11 and 12 of this Lease, be included as part of Operating Expenses Landlord shall repair and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other (i) structural portions of the Project (“Building Systems”)Building, in good repairincluding the Systems and Equipment serving the Building, reasonable wear the roof, windows, window frames and tear all exterior and uninsured losses and damages caused by Tenantcommon area glass, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairsthe Common Areas, alterations or improvements(iii) the Parking Area, which are(iv) the restrooms located within the Premises, (v) all fire-exit stairways, (vi) janitorial, telephone and electrical closets located in the judgment of LandlordPremises, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruptionand (vii) latent defects in the Building; provided, however, that Landlord shallif such maintenance and repairs are caused in part or in whole by the act, except in case neglect, fault of emergency, give Tenant 72 hours advance notice or omission of any planned stoppage of Building Systems services for routine maintenanceduty by Tenant, repairsits agents, alterations servants, employees or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. invitees, Tenant shall promptly give Landlord written notice pay to Landlord, as Additional Rent, the reasonable cost of any repair required by Landlord pursuant to this Section, such maintenance and repairs within thirty (30) days after which Landlord shall make a commercially reasonable effort to effect such repairLandlord’s invoice therefore. Landlord shall not be liable for any failure to make any repairs such repairs, or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, There shall be no abatement of Rent (except as otherwise expressly provided in Section 316.3) 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 Project, Building or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant hereby waives and releases its right to make such repairs at Landlord’s expense under Sections 1941 and agrees that 1942 of the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fireCalifornia Civil Code; or under any similar law, earthquake, flood, vandalism, warstatute, or similar cause ordinance now or hereafter in effect. Except for maintenance or repairs made necessary by act, neglect, fault of damage or destruction shall be controlled omission of any duty by Tenant, its agents, servants, employees or invitees, all costs incurred by Landlord pursuant to this Section 7.2 shall, except to the extent the same are excluded by Section 18. Tenant shall have the self-help rights provided for 4.2.4, be included in Section 31Operating Expenses.

Landlord’s Repairs. Subject to provisions of Paragraph 15, during the first two (2) years following the Commencement Date of this Lease, Landlord shallshall keep and maintain the structural elements of the Building in good order and repair. Tenant shall not be required to reimburse Landlord for the cost of maintenance and repairs of such structural elements of the Building which accrue or become necessary during such two (2) year period unless such maintenance or repair is required because of the negligence or willful misconduct of Tenant or its employees, at Landlord’s sole expense agents or invitees. As used herein, the term "structural elements of the Building" shall mean and be limited to the foundation, footings, floor slab (and but not as an Operating Expenseflooring), be responsible for capital repairs structural walls, and replacements of the roof structure and specialized roof reinforcement improvements (but not including the roofing or roof membrane). During the two (2)-year period set forth above, exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure obligation to supply make repairs to the structural elements of the Building Systems services during any such period under this Subparagraph until a reasonable time after receipt of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice from Tenant of the need for such repairs repairs. However, in the event of circumstances posing imminent risk of personal injury or maintenance. Tenant waives its rights under any state or local law property damage during the two (2)-year period set forth above, Tenant, upon notice to terminate this Lease orLandlord, except as provided in Section 31shall have the right, but not the obligation, to make such repairs at Landlord’s expense and agrees that Landlord shall reimburse Tenant the parties’ respective rights with respect to such matters shall be solely as reasonable cost thereof within thirty (30) days after presentation of Tenant's invoice. Following the two (2)-year period set forth hereinabove, subject to Paragraphs 15 and 16 below, Tenant shall, at its sole cost, keep and maintain the structural elements of the Building in good condition and repair. Repairs Following the two (2)-year period, should Tenant fail to maintain such structural elements of the Building or fail to commence making repairs required as of Tenant hereunder forthwith upon thirty (30) days notice from Landlord or should Tenant fail thereafter to diligently complete the result of firerepairs, earthquakeLandlord, floodin addition to all other remedies available hereunder or by law and without waiving any alternative remedies, vandalismmay make the same, warand in that event, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have reimburse Landlord as additional rent for the self-help rights provided for in Section 31cost of such maintenance or repairs within thirty (30) days of written demand by Landlord.

Landlord’s Repairs. Subject to Tenant's reimbursement obligations as provided herein, Landlord shallshall make all repairs to the Demised Premises of a structural nature, at Landlord’s sole expense (and not as an Operating Expense), which shall be responsible for capital repairs and replacements of limited to the roof (not including the roof membrane)foundation, exterior walls (including windows and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirementsdoors), roof and cement floors, in addition to all systems which case the cost thereof shallare fixtures, subject to Section 5(v)including lighting, be included as part of Operating Expenses plumbing, sprinkler and utility lines, and Landlord shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to operate and promptly repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the ProjectShopping Center. The "Common Areas" shall mean all curbs, and the HVACsidewalks, plumbingelevators, fire sprinklersdriveways, elevators parking facilities, exterior utility service lines and all other building systems serving areas and facilities used or provided for the Premises general benefit of all tenants and other portions occupants of the Project (“Building Systems”)Shopping Center, in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, whether located within or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to outside the provisions boundaries of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party Shopping Center. In no event shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure Tenant shall persist for an unreasonable time after Tenant’s written notice have notified Landlord of the need for such any repairs or maintenancein the Demised Premises for which Xxxxxxxx is responsible hereunder. Tenant waives its rights Landlord's obligations under any state or local law to terminate this Lease orshall not include: (i) any repair, except maintenance or replacement of any defective workmanship or material performed or installed as provided in Section 31a part of Tenant's Work, to make such repairs at or subsequently performed by anyone other than Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs , its employees, agents or contractors; (ii) any repair, maintenance or replacement required as the a result of firethe negligence, earthquakemisconduct or abuse of Tenant or any assignee, floodsubtenant or other occupant of the Premises by, vandalism, warthrough or under Tenant, or similar cause their respective employees, agents or contractors; (iii) patching and other maintenance of damage the roof(s) of the buildings enclosing the Premises to the extent necessitated by the placement of any of Tenant's equipment or destruction shall fixtures or by any other negligent acts of Tenant; or (iv) any improvements, upgrades or modifications required to be controlled by Section 18. made to any foundations, exterior and interior load-bearing walls, roofs and/or structural members of the building constructed on the Premises required or desirable in connection with any improvements or betterments which Tenant shall have constructs or intends to construct on or to the self-help rights provided for in Section 31Premises.

Landlord’s Repairs. Landlord shall, at Landlord’s 's sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings Building (“Structural Items”) ), unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, shall (with all related costs included as an Operating Expense, and with such costs for repair and replacement if capital in nature amortized as provided in Section 5 above) be responsible for the routine maintenance and repair of such Structural Items. Landlord, Landlord shall (with all related costs included as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof)Expense) maintain, shall maintain repair and replace the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the including HVAC, plumbing, fire sprinklers, elevators sprinklers and all other building systems serving the Premises and other portions of the Project (“Building Systems”)) but excluding those exclusively serving the Premises, in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant, or by any of Tenant’s assignees, sublessees, licensees, agents, servants, employees, invitees invitees, vendors and contractors (or any of Tenant’s assignees, sublessees and/or licensees respective agents, servants, employees, invitees, vendors, and contractors) (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses Losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, make a commercially reasonable effort to give Tenant 72 24 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionSection 13, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, or to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, hurricane, sinkhole, tornado, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31.

Landlord’s Repairs. This Lease is intended to be a triple net lease. Landlord shallshall maintain and repair, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereofExpenses, or (b) subject to only the provisions of parking facility serving the penultimate paragraph of Section 17Premises, caused by Tenant or any Tenant Partiesthe mechanical, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVACelectrical, plumbing, fire sprinklerssanitary, elevators sprinkler, heating, ventilation and all other building systems serving the Premises and other portions of the Project air conditioning (“Building SystemsHVAC”), security, life-safety, elevator and other service systems or facilities of the Premises, the roof of the Building, exterior walls, foundation piers and structural elements of the Building in good repair, reasonable wear and tear and uninsured losses and damages caused tear. The term “walls” as used in this Paragraph 10 shall not include windows, glass or plate glass, doors or overhead doors, special store fronts, dock Zip Recruiting/604 Arizona-ZipRecruiter Lease bumpers, dock plates or levelers, or office entries, all of which shall be maintained by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall have a reasonable opportunity to repair such item. Tenant hereby waives the benefit of California Civil Code Sections 1941 and 1942, and any other statute providing a right to make a commercially reasonable effort to effect such repairrepairs and deduct the cost thereof from the rent. Landlord shall use commercially reasonable efforts to minimize interference with Tenant’s Permitted Use of the Premises in connection with any such work performed by Landlord (to the extent reasonably practicable in light of the scope or work, and provided that in no event will Landlord be required to incur overtime or after hours charged or otherwise incur additional costs or expenses in connection therewith). If Tenant is prevented from using, and does not be liable use, the Premises (including the Parking facility, or a substantial portion thereof as a result of the negligence or willful misconduct of Landlord, its agents, employees and/or contractors in the conduct of such work, then Tenant shall give written notice of such prevention to Landlord, and if such prevention continues for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time three (3) consecutive business days after Landlord’s receipt of Tenant’s written notice notice, then Base Rent, Parking Fee and Operating Expenses shall be abated or reduced after expiration of such 3-day period, for such time that Tenant continues to be so prevented from using, and does not use, the Premises or a substantial portion thereof, in the proportion that the rentable area of the need for such repairs or maintenance. portion of the Premises that Tenant waives its rights under any state or local law is prevented from using, and does not use, bears to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as total rentable area of the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31Premises.

Landlord’s Repairs. Landlord shallThis Lease is intended to be a net lease; accordingly, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except obligations are limited to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all replacement of the exterior, parking Building’s roof and other Common Areas maintenance of the Project, foundation piers and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions structural members of the Project (“Building Systems”), in good repairexterior walls, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s its agents, servants, employees, invitees employees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions The term “walls” as used in this Paragraph 10 shall not include windows, glass or plate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or office entries, all of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party which shall be repaired maintained by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect repair such repairitem. Landlord shall also maintain in good repair and condition the parking areas and other common areas of the Building, including, but not limited to driveways, alleys, landscape and grounds surrounding the Premises, the cost of such maintenance, repair and replacement to be liable for paid in accordance with Paragraph 6 hereof. Tenant hereby waives the benefit of California Civil Code Sections 1941 and 1942, and any failure other statute providing a right to make repairs and deduct the cost thereof from the rent. Notwithstanding anything to the contrary contained herein, if Tenant is prevented from using, and does not use, the Premises or any portion thereof, as a result of Landlord failing to make any repairs or repair which Landlord is obligated hereunder to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of make, and the need for such repairs repair did not arise because of the negligence of Tenant, its employees, agents or maintenancevisitors, guests, invitees or licensees (an “Abatement Event”), then Tenant shall give written notice of such Abatement Event to Landlord. If the Abatement Event continues for five (5) consecutive days (the “Abatement Period”) after Landlord’s receipt of Tenant’s written notice, then rent shall be abated or reduced after expiration of the Abatement Period for such time that Tenant waives its rights under any state continues to be so prevented from using, and does not use, the Premises or local law a portion thereof, in the proportion that the rentable area of the portion of the Premises that Tenant is prevented from using, and does not use, bears to terminate this Lease orthe total rentable area of the Premises, except provided that rent shall be abated completely if the portion of the Premises that Tenant is prevented from using, and does not use, is so significant as provided in Section 31, to make such repairs at Landlord’s expense it impractical for Tenant to conduct its business in the Premises and agrees Tenant does not, in fact, for that reason, conduct its business in the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31Premises.

Landlord’s Repairs. Landlord shall, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to as expressly provided for in Section 5 hereof5), shall maintain in a manner consistent with other Class A office and laboratory buildings in the roof membrane University Towne Center area of San Diego, repair, replace and maintain, in good condition and working order, all structural elements of the exteriorProject (including without limitation, the roofs, foundations, and interior and exterior load bearing walls of the Buildings and Parking Structure), all exterior elements of the Project (including, without limitation, the exterior walls and windows of the Buildings and the Parking Structure), all parking areas and other Common Areas of the Project, and the all HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and and/or any other portions of the Project (collectively, “Building Systems”), in good repairand, reasonable wear and tear and subject to the last paragraph of Section 11, the emergency generators serving the Project, all uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses Losses and damages caused by Tenant or any Tenant Party shall be repaired by LandlordLandlord and, to the extent not covered by insuranceinsurance required to be maintained by Landlord or Tenant hereunder, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 96 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repairrepair within a reasonable period of time. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance along with an explanation of the effects of any delays (whether the time is reasonable or unreasonable being, among other things, in part a function of the effects of Landlord’s failure to timely make the repairs or perform the maintenance, such as imminent injury or harm to persons or material damage to property, and in part a function of the amount of time reasonably necessary to engage a service provider to make the repairs or perform the maintenance). Tenant waives its rights under any state or local law to terminate this Lease or, except as expressly provided for in Section 31this Lease, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Notwithstanding anything to the contrary contained in this Lease, effective as of the commencement of the Early Access Period, Tenant shall undertake, at Tenant’s sole cost and expense (except that during the Early Access Period Landlord shall reimburse Tenant for all maintenance expenses approved in advance in writing by Landlord), all of Landlord’s maintenance obligations with respect to the Project including, without limitation, maintaining the Buildings, Building Systems serving the Buildings and the Common Areas in the condition which they are required to be maintained by Landlord under this Lease. The maintenance obligation described in the preceding sentence shall include, without limitation, an obligation on the part of Tenant to repair, replace and maintain the Project in good condition and working order and in a first class manner consistent with other Class A office and laboratory projects in the University Towne Center area of San Diego. Tenant’s maintenance obligation shall also include the procurement and maintenance of contracts, in form and substance reasonably satisfactory to Landlord, with copies to Landlord upon Landlord’s written request, for and with contractors acceptable to Landlord specializing and experienced in the maintenance and repair that Tenant is responsible for under this Lease. During any period where Tenant is maintaining the Project as provided for in this paragraph, Landlord shall, notwithstanding anything to the contrary contained in this Lease, have no obligation to perform any maintenance, repairs or replacements under this Lease with respect to the Project except as expressly provided for in the Building 1 and 2 Work Letter, the Building 4 Work Letter, the Building 5 Work Letter and any other applicable work letters and with the respect to the structural repairs and replacements the cost of which are excluded from Operating Expenses in Section 5(ss) which shall remain Landlord’s responsibility. Tenant’s maintenance obligations under this paragraph shall not include the right on the part of Tenant to make any capital repairs or improvements to the Project without Landlord’s prior written consent and except as provided in the immediately following paragraph. Tenant shall not take or omit to take any action, the taking or omission of which shall cause waste, damage or injury to the Project. If Tenant fails to maintain any portion of the Project in a manner reasonably acceptable to Landlord within the requirements of this Lease (a “Maintenance Breach”), Landlord shall have the right to provide Tenant with written notice thereof and to assume maintenance of all or any portion of the Project if Tenant does not cure Tenant’s failure within 10 business days after receipt of such notice (or such longer period as reasonably necessary to cure such failure so long as Tenant provides Landlord with reasonably satisfactory evidence that Tenant is diligently prosecuting such cure to completion). Notwithstanding anything to the contrary contained herein, if any portion of the Project is leased by Landlord to any other tenant(s) or if Landlord commences construction of any new building(s) other than pursuant to Tenant’s exercise of its Expansion Rights pursuant to Section 39) at any time during the Term, Landlord may elect, at any time and/or from time to time, to assume performing all the maintenance obligations provided for in this Lease with respect the Common Areas, Central Plant Building, landscaping, security, if any, and any other maintenance obligations (collectively, “Common Area Maintenance Obligations”) and, except in the case of a Maintenance Breach which relates to the Premises and following which Landlord assumes the obligations, Tenant shall continue to maintain the Premises and the Building Systems serving only the Premises (but Tenant shall have no right to maintain Building 3). During any periods where Tenant is maintaining the self-help rights entire Project as provided for in this paragraph and Landlord’s responsibility is limited to reviewing books and records, the administration rent payable to Landlord shall be 1% of Base Rent as provided for in Section 315. Notwithstanding anything above to the contrary, if during the Term, any portion of the Project which is Tenant’s responsibility under the immediately preceding paragraph to repair cannot be repaired other than at a cost which is in excess of 50% of the cost of replacing the applicable item(s) and the same constitutes a capital expenditure, then such item(s) shall be replaced by Tenant (subject to Landlord’s prior written approval of the plans and specifications and the cost of any such replacement). The cost of replacing each such item shall initially be borne by Landlord but treated as a capital repair and improvement as part of Operating Expenses payable by Tenant and amortized over the lesser of 10 years and the useful life of such item with interest calculated at a rate equal to the prime rate established from time to time by Xxxxx Fargo Bank (or if Xxxxx Fargo Bank ceases to exist or to publish such a rate, then the rate published by the largest federally chartered banking institution in California) plus 1% per annum.

Landlord’s Repairs. Landlord shallshall maintain, at Landlord’s 's sole expense (cost and not as an Operating Expense)expense, be responsible for capital repairs and replacements only the roof of the roof Building (not including the roof membrane), exterior walls and the structural soundness of the foundation of the Buildings (“Structural Items”) unless Building, the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions structural elements of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems elevator serving the Premises and other portions the elevator's motor (subject to Tenant's obligations with respect to the elevator in Section 12.2 below) and the structural elements of the Project (“exterior walls of the Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises"LANDLORD REPAIRS"). Tenant shall promptly reimburse Landlord for the cost of any maintenance, repair or replacement of the foregoing necessitated by Tenant's misuse, negligence, alterations to the Premises or any breach of its obligations under this Lease. By way of example, and not limitation, the term "exterior walls" as used in this Section shall not include windows, glass or plate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or office entries. Tenant shall, as soon as reasonably possible, give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall have a reasonable time in which to complete the repair. Nothing contained in this Section shall be construed to obligate Landlord to seal or otherwise maintain the surface of any foundation, floor or slab, and Tenant shall be obligated to perform maintenance to the warehouse floor necessitated by ordinary wear and tear. Except as herein expressly provided, Tenant expressly waives the benefits of any statute now or hereafter in effect which would otherwise afford Tenant the right to make a commercially 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. Notwithstanding anything to the contrary contained in the Lease, in the event Landlord fails to undertake and diligently pursue any repair to the Premises required to be made by Landlord pursuant to this Article 11 or Section 12.4 below within thirty (30) days following Landlord's receipt of Tenant's written notice, then Tenant shall have the right to make any such repair, provided Landlord has failed to commence and diligently prosecute such repair during such thirty (30) day period. Tenant shall be permitted to make any of the repairs required to be made by Landlord hereunder on an emergency basis without notice to Landlord if such condition requiring repair poses an imminent danger to life or property so long as Tenant attempts by all reasonable effort means to effect notify Landlord prior to commencing such repair and notifies Landlord in writing within two (2) business days following the date on which Tenant commenced to make any such repair. Landlord shall not be liable reimburse Tenant for the reasonable cost of making any failure to make any repairs or to perform any maintenance unless such failure shall persist for repair in accordance with this provision within thirty (30) days following Landlord's receipt of an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18invoice therefor. Tenant shall have the selfno right to set-help rights off any sums incurred by Tenant pursuant to this provision nor shall Tenant be entitled to any abatement of rent except as specifically provided for otherwise in Section 31.this Lease

Landlord’s Repairs. Landlord shall, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of maintain only the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking areas and other Common Areas common areas of the Project, including but not limited to driveways, alleys, landscape and grounds within and surrounding the Project, the roof, foundation (including damage to the concrete floors resulting from structural damage required to be repaired by Landlord) and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions structural soundness of the Project (“Building Systems”), exterior walls of the building in good repair, reasonable wear and tear excepted and uninsured losses shall operate the Project in a manner comparable to other similar developments in the vicinity of the Project. The cost of such maintenance and damages repair shall be included in Operating Expenses as provided in Paragraph 4 above. The term "walls" as used herein shall not include windows, glass or plate glass, doors, special store fronts, dock bumpers, dock plates or levelers or office entries. Landlord shall, in addition, correct at Landlord's sole cost, defects in construction of the Building shell in substantial accordance with plans and specifications therefor and failure of the common areas of the Project to comply with governmental regulations as of the Commencement Date. Landlord shall perform all maintenance and repairs in a good and workmanlike manner in accordance with all applicable governmental laws, ordinances, and regulations. Tenant shall within five (5) days of actual knowledge thereof, give Landlord written notice of defect or need for repairs for which Landlord is responsible, after which Landlord shall repair same or cure such defect within thirty (30) days after Landlord's receipt of written notice from Tenant of the need for the same; provided that if such repair or cure cannot reasonably be completed within such thirty (30) day period, Landlord shall commence such repair or cure within thirty (30) days after receipt of written notice from Tenant and shall thereafter diligently pursue completion of such repair or cure. The foregoing notwithstanding, in an Emergency Situation (hereinafter defined) if Tenant uses reasonable efforts to provide Landlord with oral notice of such Emergency Situation and is unable to notify Landlord by telephone or by any other means within a reasonable time period considering the nature of the situation, Tenant shall be entitled to make any repairs and replacements as shall be necessary and Landlord shall reimburse Tenant for the reasonable costs paid to third parties by Tenant in connection with such repairs and replacements within thirty (30) days after receipt of an invoice therefor. For purposes of this paragraph, an "Emergency Situation" shall be any failure to maintain or repair which threatens imminent loss of life or bodily harm or immediate and material damage to inventory or property. Subject to Paragraph 12(e) below, if any part of the Premises is damaged by any act of Landlord, its employees, agents, or contractors, Landlord shall repair or replace such damaged property or pay Tenant the reasonable cost of repairing or replacing such damaged property, whether or not Tenant would otherwise be obligated to pay the cost of maintaining or repairing such property. Subject to Paragraph 12(e) below, and notwithstanding the foregoing, Tenant shall repair and pay for any damage to the Project caused by Tenant, or by any of Tenant’s agents, servants, 's employees, invitees and contractors (collectivelyagents or invitees, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages or caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31's default hereunder.

Landlord’s Repairs. Landlord shallshall maintain and repair, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses Expenses, only the fire sprinklers and shall be amortized pursuant to Section 5 hereof, or fire protection systems (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereofif any), shall maintain the roof membrane roof, floor slabs, foundation piers and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other structural portions of the Project (“exterior walls and other structural components of the Building Systems”), in good repair, reasonable wear and tear tear, damage existing as of the Commencement Date, and uninsured losses and damages caused by Tenant, or by any of Tenant’s its agents, servants, employees, contractors, licensees and invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions The term “walls” as used in this Paragraph 10 shall not include windows, glass or plate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or office entries, all of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party which shall be repaired maintained by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect repair such repairitem. Landlord shall also maintain, as part of Operating Expenses, in good repair and condition the parking areas and other areas of the Premises outside of the Building, including, but not limited to driveways, alleys, landscape and grounds surrounding the Building, the cost of such maintenance, repair and replacement to be liable paid in accordance with Paragraph 6 hereof. To the extent any expenditure incurred by Landlord in connection with the performance of its obligations under this Paragraph 10 would be considered a capital expense based on the then-prevailing practices of institutional and prudent owners of first-class properties comparable to the Premises in the same general geographical area in which the Premises is located, then such expenditure shall be amortized and the terms of the last sentence of Paragraph 6(c) shall apply thereto for purposes of including the same in Operating Expenses. Tenant hereby waives the benefit of California Civil Code Sections 1941 and 1942, and any failure other statute providing a right to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of and deduct the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that cost thereof from the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31rent.

Landlord’s Repairs. Landlord shallshall maintain in good repair and in a condition comparable to other first class life science projects in San Diego, at Landlord’s sole expense California (reasonable wear and not as an Operating Expense), be responsible for capital repairs tear and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is uninsured losses excepted): (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an a Project Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the structural, exterior, parking and other Common Areas of the Project, and the including HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”) of the Amenities Building serving the Amenities Space; (b) as a Common Building Systems Operating Expense, the Common Building Systems of the Building; (c) as a Building Operating Expense, to the extent Tenant fails to satisfy its obligations under Section 14 (and fails to cure such failure within 30 days following receipt of Landlord’s written notice of such failure), in good repairthe Building Systems exclusively serving the Building (other than the Common Building Systems); and (d) as a Building Operating Expense (except as expressly excluded pursuant to Section 5), reasonable wear the structural components of the Building and tear its foundations. Any damages to the Project Common Areas and uninsured losses and damages Common Building Systems caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject are excluded from Landlord’s maintenance and repair requirements under this Section 13, except to the provisions of extent such damages are covered by Landlord’s insurance coverage required under this Lease. To the penultimate paragraph of Section 17extent not covered by insurance, such losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, Landlord at Tenant’s sole cost and expenseexpense (subject to Section 17 below). Landlord reserves the right to temporarily stop Common Building Systems (and, if Landlord is maintaining the same, the Building Systems serving the Building) services when and to the extent necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the reasonable judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Common Building Systems or Building System services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, make a commercially reasonable effort to give Tenant 72 48 hours advance notice of any planned stoppage of Common Building Systems or Building System services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make have a commercially reasonable effort opportunity to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, or to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31.

Landlord’s Repairs. Within ten (10) business days after written notice from Tenant, Landlord shallshall immediately proceed to repair structural as well as non-structural problems occurring in the roof, at Landlord’s sole expense (exterior walls, building structure and not as an Operating Expense)foundations, be responsible for capital and subject to section 7 of this Lease, Landlord may include the costs of certain repairs and replacements in the operating expenses of the roof (not including the roof membrane)Park which are passed through to Tenant. Tenant shall repair and pay for any damage to such items to be maintained by Landlord caused by any act, exterior walls and foundation omission or negligence of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereofTenant, or (b) subject to the provisions of the penultimate paragraph of Section 17Tenant's employees, caused by Tenant agents, licenses or any Tenant Partiesinvitees, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant's default hereunder. The Term "walls" as used herein shall not include windows, glass or by any of Tenant’s agentsplate glass, servantsdoors, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant special storefronts or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Sectiondefect or need for repairs, after which Landlord shall make within thirty (30) days repair same or cure such defect, or if repair or cure can not be accomplished within 30 days, diligently commence such cure within said 30 day period. In no event will Landlord be responsible for paying incidental or consequential damages resulting from Landlord's failure to cure such defects. Notwithstanding the above, in the event of an emergency to which Landlord has not immediately responded after notice from Tenant, or where Landlord has not commenced a commercially repair within thirty (30) days notice from Tenant, Tenant may commence such repair without notice to Landlord. In such case, all of Tenant's reasonable effort expenditures shall be reimbursed by Landlord on demand with interest at the rate of twelve percent (12%) per annum from the date of expenditure by Tenant, or the highest amount allowed by law if less than 12%. Subject to effect such repair. Landlord's right to charge back expenses to Tenant in accordance with Section 7 above, Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice maintain the common areas of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease orPark, except as provided in Section 31including landscaping, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of firesnow removal, earthquakeparking lot, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31etc.

Landlord’s Repairs. Landlord shall, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the structural, exterior, parking and other Common Areas of the ProjectProject (including, and without limitation, the outdoor plaza area), including HVAC, plumbing, fire sprinklers, fire risers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), all in good repair, reasonable wear and tear and uninsured losses and damages (except to the extent Landlord fails to maintain the insurance required to be maintained by Landlord pursuant to Section 17 hereof and such losses or damages would have been insured losses or expenses under such insurance had Landlord not failed to maintain such insurance) caused by Tenant, or by any of Tenant’s assignees, sublessees, licensees, agents, servants, employees, invitees and contractors (or any of Tenant’s assignees, sublessees and/or licensees respective agents, servants, employees, invitees and contractors) (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insuranceinsurance that Landlord is required to maintain pursuant to Section 17, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, make a commercially reasonable effort to give Tenant 72 24 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the PremisesPremises in connection with the stoppage of Building Systems pursuant to this Section 13. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, or to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Notwithstanding anything to the contrary contained in this Lease, Landlord and Tenant acknowledge and agree that the mechanical systems identified on Exhibit G (collectively, the “Identified Mechanical Systems”) have a remaining useful life of fewer than 5 years. When each of the existing Identified Mechanical Systems requires replacement during the Term, as reasonably determined by Landlord, or at such other time as may be mutually determined by the parties in good faith, Landlord shall be responsible for the replacement of each such Identified Mechanical System, at Landlord’s sole cost and expense and not as part of Operating Expenses. Prior to the Commencement Date and, thereafter, following the first anniversary of the Commencement Date, upon written request from Tenant not more than once per calendar year, Landlord and Tenant shall conduct an annual audit of the Identified Mechanical Systems (to the extent such Identified Mechanical Systems have not previously replaced) to review the selfthen-help rights provided for current condition of the then un-replaced Identified Mechanical Systems and identify any such Identified Mechanical Systems requiring replacement, if any, to the extent that they are not in good operating condition. Once an Identified Mechanical System has been replaced pursuant to the immediately preceding sentence, any subsequent replacement required of such Identified Mechanical System during the Term shall be performed as an Operating Expense, subject to the terms of Section 315.

Landlord’s Repairs. Landlord shallshall maintain, at Landlord’s sole expense (and not as an Operating Expense)its expense, be responsible for capital repairs and replacements the structural soundness of the roof (not including the roof membrane)roof, foundation, and exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees its agents and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17The term "walls" as used in this Paragraph 10 shall not include windows, losses and damages caused by Tenant glass or any Tenant Party shall be repaired by Landlordplate glass, to the extent not covered by insurancedoors or overhead doors, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident special store fronts, dock bumpers, dock plates or emergencylevelers, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect such repair. Landlord In the event of an emergency, Tenant shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of have the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, right to make such temporary, emergency repairs (and only such temporary, emergency repairs) to the roof, foundation or exterior walls of the Building as may be reasonably necessary to prevent material damage to Tenant's property at Landlord’s expense the Premises and/or personal injury to Tenant's employees at the Premises (provided Tenant first attempts to notify Landlord telephonically of such emergency and agrees that notifies Landlord of such circumstances in writing as soon as practicable thereafter). In such event, Landlord shall reimburse Tenant for the parties’ respective rights reasonable, out-of-pocket costs actually incurred by Tenant in making such emergency repairs. If Landlord fails to reimburse Tenant for the reasonable, out-of-pocket costs incurred by Tenant in making such repairs, up to but not to exceed $2,000.00 with respect to such matters shall be solely as set forth herein. Repairs required as emergency, within 30 days after demand therefor, accompanied by supporting evidence of the result of firecosts incurred by Tenant, earthquakethen Tenant may bring an action for damages against Landlord to recover such costs, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have together with interest thereof at the self-help rights rate provided for in Section 31Paragraph 37(j) of the Lease, and reasonable attorney's fees incurred by Tenant in bringing such action for damages. In no event, however, shall Tenant have a right to terminate the Lease.

Landlord’s Repairs. Subject to Article 10 and Article 11 hereof, and also subject to Landlord shallrecoupment to the extent allowed under Article 2 hereof, at Landlord’s sole expense (and not as an Operating Expense)also subject to Tenant's obligations under this Lease, be responsible for capital repairs Landlord shall operate, maintain and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such make all necessary repairs or replacements is to (ai) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject the Building Systems which provide service to the provisions Premises, and (ii) the exterior and foundations of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear Building and the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance public portions and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the ProjectBuilding, both exterior and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”)interior, in good repaireither case in conformance with standards applicable to first-class office buildings in the Milford, reasonable wear and tear and uninsured losses and damages caused by TenantConnecticut, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excludedarea. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by LandlordDelays and/or Unavoidable Delays, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; providedproceed in a commercially reasonable and prompt manner in making Landlord's repairs hereunder, howeverand Landlord will use all good faith, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use commercially reasonable efforts to coordinate commence such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice repairs within two (2) Business Days after its receipt of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such Landlord-required repairs hereunder. Notwithstanding anything to the contrary contained herein, unless Landlord elects otherwise, Landlord shall not be responsible for the repair of any Alteration made by Tenant or maintenanceother installations made by or for Tenant which materially deviate from Building-Standard items made by Tenant or for any repairs caused by the negligence or misconduct of Tenant or Tenant's agents, employees, contractors, subcontractors, invitees or licensees (Landlord agreeing to proceed reasonably and in good faith in connection therewith). Tenant waives its rights under any state or local law to terminate this Lease orIn the event Landlord fails, except as provided in Section 31for a period of ten (10) days after receipt of written notice from Tenant, to make any repair affecting the Premises that Landlord is required to make under this Lease (and which repair can reasonably be made within such repairs 10-day period), then provided Tenant is not in breach of its Lease obligations, Tenant may, but shall not be obligated, to cure such problem in a good faith, reasonable manner (and so as not unreasonably to interfere with other tenancies at the Building or the Operation of the Property) and Landlord shall reimburse Tenant's reasonable, out-of-pocket costs of doing so, within thirty (30) days after Landlord’s expense 's receipt of Tenant's xxxx (and agrees that the parties’ respective rights with respect confirming statement(s) and invoices) therefor. If Landlord fails to reimburse such matters costs within such thirty (30) day period, Tenant shall be solely as entitled to off-set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31such costs against its Rental next due and payable.

Landlord’s Repairs. Notwithstanding the provisions of Section 12.1 hereof the Landlord shallshall throughout the Term, at Landlord’s sole expense (subject to the provisions of Article 14 hereof and not as an Operating Expense)Unavoidable Delay, be responsible for capital to effect all structural repairs and replacements the Landlord shall be responsible for the same, unless any such repairs are the consequence of the roof (not including the roof membrane), exterior walls and foundation negligent acts or omissions of the Buildings (“Structural Items”) unless Tenant or those for whom the need for such repairs or replacements Tenant is (a) required by changes in Legal Requirements, at law responsible in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and such repairs (together with an administration fee of fifteen percent (15%) of such costs) shall be amortized pursuant to Section 5 hereofpaid by the Tenant forthwith upon demand as Additional Rent. The word “structural” shall only include the foundations, or (b) subject to the provisions footings, structural columns and beams, structural sub-floors, bearing walls and other parts of the penultimate paragraph structure. For greater certainty, repairs to exterior walls, windows or the roof of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant the Building are not considered structural. The Landlord shall bear carry out the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlordexterior walls, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the windows and roof membrane and all of the exteriorBuilding and, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 318.3 hereof, to make such repairs at Landlord’s expense carry out the maintenance and agrees repair of the heating, ventilating and air-conditioning system servicing the Leased Premises and shall see that the parties’ respective rights Building (other than the Leased Premises and premises of other tenants) is in a good state of repair. All costs incurred by the Landlord in respect of the foregoing maintenance and repair of the Building shall form part of Operating Costs save if the same are stated hereunder to be at the sole cost and expense of the Tenant. If any equipment or system is destroyed or damaged due to the fault or negligence of the Tenant, the cost of repairing or replacing the same, shall be at the sole cost of the Tenant and shall not form part of Operating Costs. The maintenance, repair and replacement of any and all equipment located in the Leased Premises which is the property of the Tenant, including that located in the laboratory portion of the Leased Premises, shall remain the sole responsibility of the Tenant, the whole at its sole cost and expense (and shall not form part of Operating Costs). The Tenant shall be allowed to retain the services of its own entrepreneur to effect services to equipment, which is the property of the Tenant but not to that, which is the property of the Landlord. The maintenance, repair and replacement of any equipment located in the laboratory portion of the Leased Premises which is the property of the Landlord, shall be the sole responsibility of the Landlord and shall be carried out in accordance with respect to the relevant manufacturer’s specifications (if any) and otherwise in accordance with industry standards and the cost thereof shall form part of Operating Costs, unless such matters equipment is solely for the benefit of the Tenant, in which case, the Tenant shall be solely as set forth hereinresponsible for the cost thereof. Repairs required as If such equipment is destroyed or damaged due to the result fault or negligence of firethe Tenant, earthquake, flood, vandalism, war, the cost of repairing or similar cause of damage or destruction replacing the same shall be controlled by Section 18. at the sole cost of the Tenant and shall have the self-help rights provided for in Section 31not form part of Operating Costs.

Landlord’s Repairs. Landlord shallshall maintain, at Landlord’s sole expense (and not as an Operating Expense)its expense, be responsible for capital repairs and replacements the structural soundness of the roof (not including the roof membrane)roof, foundation, exterior walls and foundation interior load bearing walls of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal RequirementsBuilding, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking underground and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), subsurface utility piping in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees its agents and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurancethe waiver of subrogation contained herein excluded. The term “walls” as used in this Paragraph 10 shall not include windows, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident glass or emergencyplate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect such repair. Landlord In the event of an emergency, Tenant shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of have the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, right to make such temporary, emergency repairs (and only such temporary, emergency repairs) to the roof, foundation, exterior walls and interior load bearing walls of the Building as may be reasonably necessary to prevent material damage to Tenant’s property at Landlordthe Premises and/or personal injury to Tenant’s expense employees at the Premises (provided Tenant first attempts to notify Landlord telephonically of such emergency and agrees that notifies Landlord of such circumstances in writing as soon as practicable thereafter). In such event, Landlord shall reimburse Tenant for the parties’ respective rights reasonable, out-of-pocket costs actually incurred by Tenant in making such repairs, up to but not to exceed $25,000. If Landlord fails to reimburse Tenant for the reasonable, out-of-pocket costs incurred by Tenant in making such repairs with respect to such matters shall be solely as set forth herein. Repairs required as emergency, within 30 days after demand therefor, accompanied by supporting evidence of the result of firecosts incurred by Tenant, earthquakethen Tenant may bring an action for damages against Landlord to recover such costs, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have together with interest thereof at the self-help rights rate provided for in Section 31Paragraph 37(j) of the Lease, and reasonable attorney’s fees incurred by Tenant in bringing such action for damages. In no event, however, shall Tenant have a right to terminate the Lease. Landlord, at Tenant’s expense as provided in Paragraph 6, shall maintain in good repair and condition the roof membrane, the parking areas and other common areas of the Building and the Project, including, but not limited to driveways, alleys, landscape and grounds surrounding the Premises.

Landlord’s Repairs. Landlord shall make all necessary repairs, to keep the common areas of the Project and the base Building equipment and systems, in good order and repair, consistent with standard for Class-A office buildings, excluding, however, all repairs which Tenant is obligated to make pursuant to Section 9.2 and those required to be made by other tenants of the Project. Tenant shall give Landlord prompt notice of any defective condition known to Tenant in the Project or, in particular, in any base Building plumbing, heating system or electrical lines located in, servicing, or passing through the Demised Premises. Following such notice, Landlord shall remedy the condition with reasonable diligence, subject to Force Majeure, but at the expense of Tenant if repairs are necessitated by any of the conditions described in Section 9.2(b). Following Landlord's receipt of notice from Tenant requesting that Landlord do so, Landlord shall, with reasonable diligence, repair, at Landlord’s 's expense, any HVAC and heat-pump systems which were located in the Demised Premises prior to the date of the Lease, and Landlord shall repair, at Tenant's sole cost and expense (subject to Tenant's payment of Landlord's fee under paragraph 8 (n) of Exhibit B hereto and not as an Operating Expenseinclusive of Landlord's administrative fee), be responsible for capital repairs and replacements of any HVAC and/or heat-pump systems which (i) were existing in the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject Demised Premises prior to the provisions date of the penultimate paragraph of Section 17, caused this Lease but were subsequently relocated by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or for which the capacity was increased, by any or for Tenant after the date of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergencythis Lease, or (ii) were installed in the Demised Premises by or for planned Tenant after the date of this Lease. Except as otherwise specifically provided in this Lease, there shall be no allowance to Tenant for a diminution of rental value and no liability on the part of Landlord by reason of inconvenience, annoyance, interruption or injury to business arising from Landlord, Tenant or others making any repairs, alterations alterations, additions or improvementsimprovements in or to any portion of the Building, which arethe Demised Premises or the Project. Subject to Tenant's obligations contained in this Lease, Landlord agrees to maintain the Building and the Project in a manner consistent with the standards for Class-A office buildings in the judgment of LandlordStamford, desirable or necessary Connecticut market. Notwithstanding anything to be madethe contrary contained hereinabove, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure undertake to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make complete any repairs or required to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31.be

Landlord’s Repairs. Landlord shallshall cause to be kept, at Landlord’s sole expense (maintained and not as an Operating Expense)preserved in first-class condition and repair, be responsible for capital repairs the roof, structure and replacements foundation, integrated Building utility and mechanical systems, parking facilities and other Project Common Areas, the costs of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shallwhich, subject to limitations set forth in Section 5(v)4.4 above, shall be included as part of in Operating Expenses and shall be amortized pursuant to Section 5 hereofExpenses; provided, or (b) subject to the provisions of the penultimate paragraph of Section 17however, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except that to the extent such maintenance and/or repair work is (i) attributable to items installed in the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereofPremises 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 the Premises), shall maintain (ii) attributable to the roof membrane and all installation, as a part of Tenant's Alterations or Tenant's trade fixtures, of items which are less than first-class in quality, workmanship or manner of installation, and/or (iii) necessitated by the exterior, parking and other Common Areas negligence or willful misconduct of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by Tenant and/or any of Tenant’s 's subtenants and/or assignees and/or their respective agents, servants, employees, invitees and representatives, licensees, contractors (collectivelyand/or invitees, “then Tenant Parties”) excludedshall pay to Landlord the cost of such maintenance and/or repairs. Subject to the provisions of the penultimate paragraph of Section 175.3 above and Articles 10 and 12 below, losses and damages caused by Tenant or any Tenant Party there shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost no abatement of Rent and expense. no liability of Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident any injury to or emergency, or (ii) for planned repairs, alterations or improvements, which are, in interference with Tenant's business arising from the judgment making of Landlord, desirable or necessary to be made, until said any repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility in or liability for failure to supply Building Systems services during any such period portion of interruptionthe Project or the Premises or in or to fixtures, appurtenances and equipment therein; provided, howeverthat, that Landlord shall, except shall use commercially reasonable efforts to minimize interference with the operation of Tenant's business in case making of emergency, give Tenant 72 hours advance notice of such any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. waives any right which Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure may have to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s 's expense under any law, statute or ordinance now or hereafter in effect (including, without limitation, Sections 1941 and agrees that 1942 of the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31California Civil Code).

Landlord’s Repairs. Landlord shall, at Landlord’s its sole expense cost and expense, maintain the following in good working order and repair and replace as reasonably needed throughout the Term: (and not as an Operating Expense), be responsible for capital repairs and replacements x) the roof of the roof Building and (not including y) the roof membrane), exterior walls structural supports and foundation of the Buildings Building (“Structural Items”) unless provided that Landlord shall not be responsible for any costs or expenses related to such roof, structural supports and foundation that are actually caused by Tenant, other than in the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case customary and reasonable use of the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized Demised Premises pursuant to Section 5 hereof, or (b) subject the terms and provisions of this Lease). Without limitation of any right expressly granted to Tenant pursuant to the provisions of this Section 12, Tenant hereby waives the penultimate paragraph benefit of Section 17, caused by any present or future law that provides Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop repair the Demised Premises or Building Systems services when necessary (i) by reason of accident at Landlord’s expense or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease because of the condition of the Building or the Demised Premises. If Landlord shall default in its obligations under this Section 12 and such default affects Tenant’s use of the Demised Premises for a period of thirty (30) days after written notice thereof from Tenant (or, except if such default cannot reasonably be cured within such thirty (30) day period, such longer period as is reasonably required under the circumstances so long as Landlord has in good faith commenced such cure within such thirty (30) day period and thereafter prosecutes the same with reasonable diligence to completion) or, in an emergency event where there is imminent danger to person or property, such notice as is reasonable under the circumstances, then Tenant may (but shall not be obligated) immediately or at any time thereafter, upon written notice to Landlord, perform the obligation of Landlord under this Section 12. If Tenant, in connection therewith, makes any expenditure or incurs any obligations for the payment of money, then Landlord shall reimburse Tenant all sums so paid or incurred (along with an administrative charge of five percent (5%) thereon), within thirty (30) days after written demand to Landlord therefor accompanied by reasonable back-up documentation. In the event that Landlord has not reimbursed such amounts to Tenant within such thirty (30) day period, then Tenant may receive a credit against Fixed Rent due under this Lease pursuant to the express provisions of this paragraph. After the expiration of such thirty (30) day period, Tenant shall provide written notice that Landlord has not reimbursed such amounts to Landlord and any mortgagee of Landlord of whom Tenant has been given written notice (and such notice shall include, at a minimum, the amount due to Tenant as well as a copy of Tenant’s original reimbursement request to Landlord [including the back-up documentation submitted therewith]). If such reimbursement has not been paid to Tenant within sixty (60) days after Landlord and, if applicable, such mortgagee(s) have been given such notice, then Tenant shall receive a credit against the following payment of Fixed Rent due to Landlord equal to the amount of such unpaid reimbursement plus the applicable administrative charge; provided that (x) in Section 31the event Landlord disputes in good faith any amounts claimed by Tenant, Tenant shall not be entitled to make such repairs at Landlord’s expense and agrees that the parties’ respective rights a credit with respect to such matters shall be solely disputed amounts (but may receive a credit with respect to any amounts not in dispute) until the dispute is resolved by arbitration as set forth hereinbelow and (y) such credit shall not exceed twenty-five percent (25%) of the amount of Fixed Rent due for any given month. Repairs required as If Landlord disputes in good faith any amount claimed by Tenant under this Section 12, and if such dispute has not been settled by agreement, either party may submit the result dispute to arbitration in accordance with the commercial arbitration rules of firethe American Arbitration Association within ninety (90) days after Tenant’s second written demand for reimbursement was submitted to Landlord and, earthquakeif applicable, floodLandlord’s mortgagee(s). The arbitration panel shall consist of one (1) person selected by each of Landlord and Tenant, vandalism, war, or similar cause of damage or destruction and a third arbitrator jointly selected by the first two arbitrators. The arbitration shall be controlled by Section 18conducted in Baltimore, Maryland. Tenant None of the arbitrators shall have a then existing contractual or attorney-client relationship with Landlord or Tenant. The arbitrators shall render a written decision stating the selfreasons therefor. The decision of the arbitrators shall be final and binding on Landlord and Tenant and judgment thereon may be entered in any court of competent jurisdiction. The prevailing party in such proceeding shall be entitled to claim and collect its reasonably incurred third-help rights provided for party attorneys’ fees in Section 31connection with such arbitration from the other party, as well as any reasonable costs incurred on account of payment to the three arbitrators.

Landlord’s Repairs. Landlord shall maintain the roof, foundations, floor slabs and exterior walls of the Building (collectively, the “Base Building Components”) in good condition and repair, reasonable wear and tear excepted. The term walls as used herein shall not include windows, glass or plate glass, doors, special store fronts or office entries. The term roof as used herein shall not include skylights, smoke hatches or roof vents. Landlord shall also maintain in good condition and repair, reasonable wear and tear excepted, the Common Areas, including, but not limited to, the landscaped areas, parking areas and driveways. Tenant shall reimburse Landlord for Landlord’s costs of complying with its obligations under this Section 10 in accordance with Section 5 above, provided, however, that any damage caused by or repairs necessitated by any act of Tenant or any other Tenant Party may be repaired by Landlord at Landlord’s option and at Tenant’s expense. Tenant shall give Landlord prompt written notice of any repairs required of Landlord pursuant to this Section 10, after which notice Landlord shall perform the same with reasonable diligence. In addition to the foregoing, Landlord shall, at LandlordTenant’s sole direct expense (and not as an Operating Expense), be responsible enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor for capital repairs servicing all hot water, heating and replacements of air conditioning systems and equipment within or serving the roof (not including the roof membrane)Premises, exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace reimburse Landlord for all such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense expenses within thirty (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”30) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, days after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31demand.

Landlord’s Repairs. Landlord shallshall maintain, at Landlord’s sole expense (and not as an Operating Expense)its expense, be responsible for capital repairs and replacements the structural soundness of the roof (not including the roof membrane)roof, foundation, and exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees its agents and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17The term “walls” as used in this Paragraph 10 shall not include windows, losses and damages caused by Tenant glass or any Tenant Party shall be repaired by Landlordplate glass, to the extent not covered by insurancedoors or overhead doors, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident special store fronts, dock bumpers, dock plates or emergencylevelers, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall have 30 days to make a commercially the appropriate repair, or if it will take longer than 30 days to make the repair, such period of time as is reasonable effort to effect such repairunder the circumstances. Landlord shall not be liable for any failure to Tenant may make any repairs or which Landlord has failed to perform any maintenance unless make in the time frames set out in the previous sentence and Tenant may then xxx Landlord for the cost of such failure shall persist for repairs as its sole remedy. In the event of an unreasonable time after emergency (being defined as an imminent threat of personal injury to Tenant’s written notice of employees or material damage to Tenant’s equipment or other property at the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease orPremises), except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the selfright to make such temporary, emergency repairs to the roof, foundation, floors and exterior and load-help rights bearing walls of the Building, as may be reasonably necessary to prevent such material damage to the equipment or property of Tenant situated in the Premises, or such personal injury to Tenant’s employees, provided Tenant has no reasonable alternative and has either (i) notified Landlord’s representative of such emergency by telephone (with subsequent written notice as soon as practicable), and Landlord has failed to initiate emergency repairs within twelve (12) hours of such notification, or (ii) Tenant has attempted in good faith to notify Landlord’s representative of such emergency by telephone (with subsequent written notice as soon as practicable) and has been unsuccessful in its attempts to contact such representative for a period of twenty-four (24) hours. The provisions of this paragraph do not constitute an authorization by Landlord for Tenant to enter the premises of any other tenant of the Project and Tenant has not been designated as Landlord’s agent for the purposes of any such entry. Landlord shall reimburse Tenant for the reasonable, out-of-pocket costs actually incurred by Tenant in Section 31making such emergency repairs up to (but not to exceed) $5,000.00 with respect to each such occurrence, within thirty (30) days after submission by Tenant to Landlord of an invoice therefor, accompanied by reasonable supporting documentation for the costs so incurred. If Landlord fails or refuses to reimburse Tenant for such costs within such 30-day period and Tenant brings an action for recovery of such amounts from Landlord, then Tenant shall be entitled to recover, in addition to the amount of such costs, interest on such amounts from the date incurred by Tenant until recovered from Landlord, at the rate provided in Paragraph 37(j) of this Lease, and the reasonable attorney’s fees and other costs of court incurred by Tenant in pursuing such action.

Landlord’s Repairs. Landlord shallThis Lease is intended to be a net lease; accordingly, at Landlord’s sole expense (and not as an Operating Expense), be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine 's maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except obligations are limited to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all replacement of the exterior, parking Building's roof and other Common Areas maintenance of the Project, foundation piers and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions structural members of the Project (“Building Systems”), in good repairexterior walls, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s its agents, servants, employees, invitees employees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions The term "walls" as used in this Paragraph 10 shall not include windows, glass or plate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or office entries, all of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party which shall be repaired maintained by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect repair such repairitem. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice also maintain in good repair and condition the parking areas and other common areas of the need for Building, including, but not limited to driveways, alleys, landscape and grounds surrounding the Premises, the cost of such repairs or maintenance, repair and replacement to be paid in accordance with Paragraph 6 hereof. Tenant waives its rights under any state or local law to terminate this Lease orTENANT SHALL HAVE ACCESS TO THE PREMISES TWENTY-FOUR (24) HOURS PER DAY, except as provided in Section 31SEVEN (7) DAYS PER WEEK. PER SECTION 6, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fireLANDLORD SHALL BE RESPONSIBLE FOR (i) MOWING AND IRRIGATION OF LANDSCAPING, earthquakeAND SWEEPING AND REMOVAL OF LITTER AND DEBRIS FROM THE EXTERIOR COMMON AREAS, floodAND (ii) ELECTRICAL LIGHTING FOR EXTERIOR AREAS OF THE PROPERTY FOR BUILDINGS OF SIMILAR SIZE AND IN SIMILAR LOCATIONS, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31AND (iii) REPLACEMENT OF BUILDING STANDARD LIGHT BULBS AND TUBES IN EXTERIOR AREAS OF THE PROPERTY.

Landlord’s Repairs. Landlord shallAnything contained in Section 7.1 above to the contrary notwithstanding, subject to Articles 11 and 13 below, at Landlord’s sole expense all times during the Lease Term Landlord shall repair and maintain (including replacements) in good order, condition and not as an Operating Expense)repair and in a manner generally consistent with the maintenance and repair (including replacements) standards of Comparable Buildings, be responsible for capital repairs and replacements the structural portions of the roof (not including Buildings, the exterior windows of the Buildings, the roof membrane)of each Building, exterior walls the Base, Shell and foundation Core components of the Buildings (“Structural Items”) unless including the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included restrooms originally installed as part of Operating Expenses the Base, Shell and shall be amortized pursuant to Section 5 hereof, or Core) and the common areas of Building C (b) subject to and the provisions common areas of the penultimate paragraph Real Property until such time as such repair and maintenance obligations therefor are made the obligation of Section 17any common area association); provided, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlordhowever, to the extent such Landlord-required maintenance and repairs are required to be performed as a result of the act, neglect, fault of or omission of any duty by Tenant, its agents, employees or invitees, Tenant shall pay to Landlord as additional rent, the reasonable cost of such maintenance and repairs (but only to the extent such cost is not covered by insuranceLandlord's insurance obtained pursuant to Section 10.2 of this Lease). Subject to Landlord's indemnity of Tenant in Section 10.1.2 below and subject to the abatement provisions in Section 6.5 above, at there shall be no abatement of rent and no liability of Landlord (including any liability for any injury to or interference with Tenant’s sole cost and expense. Landlord reserves 's business) arising from the right making of or failure to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said make any repairs, alterations or improvements shall have been completedin or to any portion of the Real Property, the Buildings or the Premises or in or to fixtures, appurtenances and equipment therein. Landlord shall have no responsibility or liability for failure Subject to supply Building Systems services during any such period of interruption; providedSection 7.3 below, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure hereby waives and releases its right to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s 's expense under Sections 1941 and agrees that 1942 of the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, warCalifornia Civil Code, or under any similar cause of damage law, statute, or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for ordinance now or hereafter in Section 31effect.

Landlord’s Repairs. Subject to provisions of Paragraph 16, Landlord shallshall keep and maintain the xxxxxxxxxx xxxxxxxx xx the Building in good order and repair. Tenant shall not be required to reimburse Landlord for the cost of maintenance and repairs of the structural elements of the Building unless such maintenance or repair is required because of the negligence or willful misconduct of Tenant or its employees, at Landlord’s sole expense agents or invitees. As used herein, the term "structural elements of the building" shall mean and be limited to the foundation, footings, floor slab (and but not as an Operating Expenseflooring), be responsible for capital repairs structural walls, and replacements of the roof structure (but not including the roofing or roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure obligation to supply make repairs to the structural elements of the Building Systems services during any such period under this Subparagraph until a reasonable time after receipt of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice from Tenant of the need for such repairs repairs. However, in the event of circumstances posing imminent risk of personal injury or maintenance. Tenant waives its rights under any state or local law property damage, Tenant, upon notice to terminate this Lease orLandlord, except as provided in Section 31shall have the right, but not the obligation, to make such repairs at Landlord’s expense and agrees that Landlord shall reimburse Tenant the parties’ respective rights with respect to such matters reasonable cost thereof within thirty (30) days after presentation of Tenant's invoice. As provided in Paragraph 11, Landlord shall be solely as set forth herein. Repairs required as keep and maintain the result xxxxxxxxx, xxxxxxx xxeas, walkways, landscaped areas and the roofing and roof membrane of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18Building "C" ("Common Area") in good order and repair. Tenant shall have reimburse Landlord, as additional rent, within thirty (30) days after receipt of billing, its Pro Rata Share of the self-help rights provided for in Section 31cost of such repairs and maintenance of the Common Areas, which are the obligation of Landlord hereunder.

Landlord’s Repairs. Anything contained in Section 7.1 above to the contrary notwithstanding, and subject to Articles 11 and 12 below, Landlord shall, at Landlord’s sole expense shall repair and maintain (and not as an Operating Expense)replace if necessary, be responsible for capital repairs in Landlord's commercially reasonable discretion) in good order, repair and replacements condition: (i) the structural portions of the roof Buildings, including all foundations, walls, roofs, exterior doors and windows; (ii) the basic plumbing, HVAC and electrical systems and all other Systems and Equipment of the Buildings serving the Buildings and not located in the Premises; and (iii) the common areas of the Buildings and Project, including the roof membrane), exterior walls and foundation common area restrooms of the Buildings (“Structural Items”including all plumbing and fixtures therein) unless and the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions common area hallways of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear Buildings (including the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance lighting fixtures and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereoflightbulbs thereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shallto the extent such maintenance and repairs are caused by the act, except in case neglect, fault of emergency, give Tenant 72 hours advance notice or omission of any planned stoppage of Building Systems services for routine maintenanceduty by Tenant, repairsits agents, alterations servants, employees or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. invitees, Tenant shall promptly give pay to Landlord written notice as Additional Rent, the reasonable cost of any repair required by Landlord pursuant to this Sectionsuch maintenance and repairs. Except as provided in Section 6.6 above, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs such repairs, or to perform any maintenance unless such failure maintenance, and there shall persist for an unreasonable time after be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s written notice 's business arising from the making of any repairs, alterations or improvements in or to any portion of the need for such repairs Project, Buildings or maintenancethe Premises or in or to fixtures, appurtenances and equipment therein. Tenant hereby waives and releases its rights under any state or local law to terminate this Lease or, except as provided in Section 31, right to make such repairs at Landlord’s 's expense under Sections 1941 and agrees that 1942 of the parties’ respective rights California Civil Code; or under any similar law, statute, or ordinance now or hereafter in effect. Notwithstanding anything to the contrary contained in this Lease, with respect to such matters any replacement of the base building Systems and Equipment which is required to be performed by Landlord during the period from the Lease Commencement Date through and including the date that is one (1) year after the Lease Commencement Date (the "Building Warranty Period"), subject to the limitations set forth hereinbelow, Landlord shall be solely as set forth herein. Repairs responsible for performing such replacement, at Landlord's expense (which shall not be included in Operating Expenses); provided, however, that to the extent such replacement is caused by or is required as the a result of fire(i) the act, earthquakeneglect, floodfault of or omission of any duty by Tenant, vandalismits agents, waremployees, contractors, licensees or similar cause invitees, (ii) Tenant's use of damage electricity, water, HVAC or destruction shall be controlled any other utilities in the Premises (A) in quantities that exceed the capacity of the base building Systems and Equipment, and/or (B) in excess of the quantities normally required for ordinary office or R&D use for the Comparable Buildings, (iii) Tenant's failure to perform Tenant's repair, maintenance and/or other obligations under this Lease, and/or (iv) any Tenant Improvements or Alterations installed by Section 18. or on behalf of Tenant pursuant to the Tenant Work Letter and/or Article 8 below, then Tenant shall have the self-help rights provided reimburse Landlord for all such costs incurred by Landlord in Section 31.connection with such replacement within thirty (30) days after Tenant's receipt of invoice therefor from Landlord. ARTICLE 8

Landlord’s Repairs. Anything contained in Section 7.1 above to the contrary notwithstanding, and subject to Articles 11 and 12 below, Landlord shallshall repair and maintain the structural portions of the Building, at Landlord’s sole expense (and the plumbing, HVAC, life safety, mechanical and electrical systems serving the Building and not as an Operating Expense)located in the provided, be responsible for capital repairs and replacements of the roof (not including the roof membrane)however, exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent such maintenance and repairs are caused by the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof)act, shall maintain the roof membrane and all neglect, fault of the exterior, parking and other Common Areas or omission of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused any duty by Tenant, or by any of Tenant’s its agents, servants, employeesemployees or invitees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give pay to Landlord written notice as Additional Rent, the reasonable cost of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repairmaintenance and repairs. Landlord shall not be liable for any failure to make any repairs such repairs, or to perform any maintenance unless such failure maintenance. There shall persist for an unreasonable time after be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s written notice business arising from the making of any repairs, alterations or improvements in or to any portion of the need Project, Building or the Premises or in or to fixtures, appurtenances and equipment therein, provided Landlord uses commercially reasonable efforts to minimize interference with Tenant’s use of the Premises for such repairs or maintenanceits Permitted Use. Tenant hereby waives and releases its rights under any state or local law to terminate this Lease or, except as provided in Section 31, right to make such repairs at Landlord’s expense under Sections 1941 and agrees that 1942 of the parties’ respective rights California Civil Code; or under any similar law, statute, or ordinance now or hereafter in effect. Notwithstanding the foregoing to the contrary, Landlord’s prior consent shall not be required with respect to any interior Alterations to the office portion of the Premises which (i) are cosmetic in nature, (ii) cost less than Fifty Thousand Dollars ($50,000.00) for any one (1) job, and (iii) do not require a permit of any kind, as long as (A) Tenant delivers to Landlord notice and a copy of any final plans, specifications and working drawings for any such matters shall be solely as set forth herein. Repairs required as Alterations at least ten (10) days prior to commencement of the result work thereof, and (B) the other conditions of firethis Article 8 are satisfied including, earthquakewithout limitation, floodconforming to Landlord’s rules, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31regulations and insurance requirements which govern contractors.

Landlord’s Repairs. Landlord shallshall cause to be kept, at Landlord’s sole expense (maintained and not as an Operating Expense)preserved in first-class condition and repair, be responsible for capital repairs the roof, structure and replacements foundation, integrated Building utility and mechanical systems, parking facilities and other Project Common Areas, the costs of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), shall be included as part of in Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruptionExpenses; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate the extent such planned stoppages with Tenant maintenance and/or repair work is (i) attributable to minimize interference with Tenant’s operations items installed in the 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 instated within the Premises. ), (ii) attributable to the installation, as a part of the Tenant Improvements, Tenant's Alterations or Tenant's trade fixtures, of items which are less than first-class in quality, workmanship or manner of installation, and/or (iii) necessitated by the negligence or willful misconduct of Tenant and/or any of Tenant's subtenants and/or assignees and/or their respective agents, employees, representatives, licensees, contractors and/or invitees, then Tenant shall promptly give pay to Landlord written notice the cost of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repairmaintenance and/or repairs. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenancemaintenance is given to Landlord by Tenant. Subject to the provisions of Articles 10 and 12 below, 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 Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, right which Tenant may have to make such repairs at Landlord’s 's expense under any law, statute or ordinance now or hereafter in effect (including, without limitation, Sections 1941 and agrees that 1942 of the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31California Civil Code).

Landlord’s Repairs. Tenant understands and agrees that Landlord's maintenance, repair and replacement obligations; which are paid by Landlord shalland not reimbursed by Tenant are limited to those set forth in this Section 4.2. Landlord shall be responsible, at Landlord’s sole expense (and not as an Operating Expense)expense, be responsible for capital repairs and replacements replacement of the roof (not including of the roof membrane), exterior walls Building at the end of its useful life; and for repair and replacement of damaged portions of the foundation of the Buildings Building and damaged portions of the structural steel and structural members of the exterior walls of the Building that adversely impact Tenant’s use of the Building (the “Structural ItemsLandlord Repairs”) unless the ). The terms "roof" and "walls" as used herein shall not include windows, glass or plate glass, doors, special storefronts or office entries. Tenant shall immediately give Landlord written notice FREEPORT OFFICE CENTER 9 of defect or need for repairs required per the terms of this Lease, after which Landlord shall repair same or cure such defect within thirty (30) days after the first to occur of (i) Landlord’s knowledge of such defect or (ii) Landlord’s receiving written notice from Tenant unless such cure cannot reasonably be accomplished within such thirty (30) day period in which case Landlord shall have such additional time as is reasonably necessary to accomplish such cure provided Landlord promptly commences and diligently prosecutes such cure to completion. Landlord's liability with respect to any defects, repairs, replacement or maintenance for which Landlord is responsible hereunder shall be limited to the cost of such repairs or replacements is (a) required by changes in Legal Requirements, in which case maintenance or the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair curing of such Structural Itemsdefect. To Landlord’s actual knowledge, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof)all windows, shall maintain the roof membrane mechanical, plumbing and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building electrical systems serving the Premises and other portions of at the Project on the Effective Date (“Building Systems”), ) are in good working order as of the Effective Date. During the period between the Effective Date and November 1, 2016, Landlord shall repair, reasonable wear and tear and uninsured losses and damages caused by Tenantat Landlord’s expense, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to defects in the provisions of the penultimate paragraph of Section 17, losses and damages Building Systems not caused by Tenant that negatively impact the safety or any use of the Project by Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case is made aware of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord by written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after from Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31.

Landlord’s Repairs. Landlord shallshall maintain, at Landlord’s sole expense (and not as an Operating Expense)its expense, be responsible for capital repairs and replacements the structural soundness of the roof (not including the roof membrane)roof, foundation, exterior walls and foundation interior load bearing walls of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal RequirementsBuilding, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking underground and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), subsurface utility piping in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees its agents and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurancethe waiver of subrogation contained herein excluded. The term "walls" as used in this Paragraph 10 shall not include windows, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident glass or emergencyplate glass, doors or overhead doors, special store fronts, dock bumpers, dock plates or levelers, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect such repair. Landlord In the event of an emergency, Tenant shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of have the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, right to make such temporary, emergency repairs (and only such temporary, emergency repairs) to the roof, foundation, exterior walls and interior load bearing walls of the Building as may be reasonably necessary to prevent material damage to Tenant's property at Landlord’s expense the Premises and/or personal injury to Tenant's employees at the Premises (provided Tenant first attempts to notify Landlord telephonically of such emergency and agrees that notifies Landlord of such circumstances in writing as soon as practicable thereafter). In such event, Landlord shall reimburse Tenant for the parties’ respective rights reasonable, out-of-pocket costs actually incurred by Tenant in making such repairs, up to but not to exceed $25,000. If Landlord fails to reimburse Tenant for the reasonable, out-of-pocket costs incurred by Tenant in making such repairs with respect to such matters shall be solely as set forth herein. Repairs required as emergency, within 30 days after demand therefor, accompanied by supporting evidence of the result of firecosts incurred by Tenant, earthquakethen Tenant may bring an action for damages against Landlord to recover such costs, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have together with interest thereof at the self-help rights rate provided for in Section 31Paragraph 37(j) of the Lease, and reasonable attorney's fees incurred by Tenant in bringing such action for damages. In no event, however, shall Tenant have a right to terminate the Lease. Landlord, at Tenant's expense as provided in Paragraph 6, shall maintain in good repair and condition the parking areas and other common areas of the Building, including, but not limited to driveways, alleys, landscape and grounds surrounding the Premises.

Landlord’s Repairs. The Landlord shallshall maintain and keep in good condition and repair the roof, at Landlord’s sole expense (parking areas and not as an Operating Expense)exterior landscaping, be responsible for capital repairs exterior and replacements supporting walls of the roof Building together with repairs necessary due to structural defects, if any. Landlord shall also maintain and repair the electrical wiring (not from the utility company's distribution lines to the Premises, including the roof membrane)electrical service exclusive of fuses, exterior walls and foundation of fuse blocks, breaker units or meter deposits) servicing the Buildings (“Structural Items”) unless Premises, the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case water line servicing the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the ProjectPremises, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in sanitary sewer lines and/or septic tank servicing the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionHowever, after which Landlord shall make a commercially reasonable effort to effect such repair. the Landlord shall not be liable responsible for any failure to make any such maintenance and repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice in the event the same are required as a result of the need for negligence or willful act of the Tenant or its clients, customers, licensees, assignees, agents, employees or invitees and further, in any such event the cost of such maintenance and repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters so required shall be solely as set forth hereinthe sole responsibility of the Tenant. Repairs required as the result of fireTO THE EXTENT ANY REPAIRS REQUIRED TO BE PERFORMED BY THE LANDLORD ARE REQUIRED, earthquakeTHE TENANT SHALL IMMEDIATELY NOTIFY THE LANDLORD THAT SUCH REPAIRS ARE NECESSARY. PROVIDED TENANT'S REQUEST IS REASONABLE, floodLANDLORD SHALL IMMEDIATELY COMMENCE SUCH REPAIRS AND COMPLETE SUCH REPAIRS AS SOON AS POSSIBLE. TENANT SHALL HAVE THE RIGHT TO COMPLETE ANY REPAIRS NOT COMPLETED BY THE LANDLORD IN A TIMELY FASHION, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18AND OFFSET SUCH COST IN THE NEXT MONTH'S RENT (NOT TO EXCEED ONE MONTH). Tenant shall have the self-help rights provided for in Section 31TENANT SHALL PROVIDE TO LANDLORD WRITTEN DOCUMENTATION OF SAID COSTS.

Landlord’s Repairs. Subject to the provisions regarding fire and other casualty losses set forth in Section 17 hereof, Landlord shallshall (i) keep the foundations, roofs, exterior walls, and the structural elements of the Building, and the public areas in the Building, exclusive of the Premises and other tenant spaces occupied by or under the control of tenants, in good order, .repair and condition at Landlord’s sole expense all times during the Term, and (ii) keep in good order, condition and repair all outside windows of the Premises and the electrical, plumbing, heating, ventilating and air conditioning systems servicing the Premises (other than as set forth in Section 9(b) above). Notwithstanding the foregoing, (A) Landlord shall not as an Operating Expense), be responsible for capital repairs the maintenance or repair of any floor or wall coverings in the Premises or any of such systems which are located within the Premises and replacements of are supplemental or special to the roof Building’s standard systems which are located within the Premises and are supplemental or special to the Building’s standard systems; and (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (bB) subject to the provisions of Sections 16(a) and 22(b) below, the penultimate paragraph cost of Section 17performing any of said maintenance or repairs, whether to the Premises or to the Building, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair negligence of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s its employees, agents, servants, employeessubtenants or contractors, invitees shall be paid by Tenant immediately upon Landlord’s demand therefor. Upon reasonable prior notice (except in the case of an emergency, where no such notice Shall be required), and contractors (collectively, “Tenant Parties”) excluded. Subject so long as Landlord uses good faith efforts to maintain reasonable access to the provisions Premises, minimize unreasonable interference with the conduct of Tenant’s business, and avoid any permanent material adverse affect on the appearance of the penultimate paragraph of Section 17Premises, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, subject to the extent not covered by insurancerestrictions contained in Section 13(n) below, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergencymay, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord but shall not be liable for any failure required to, enter the Premises at all reasonable times to make any repairs repairs, alterations, improvements and additions to the Premises as Landlord shall deem necessary; to make repairs, alterations, improvements and additions to the Building or to perform any maintenance unless such failure equipment located in the Building as Landlord shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs deem necessary or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, reasonably deem desirable; and to make repairs, alterations, improvements and additions to the Premises, the Building or such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect equipment as Landlord may be required to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, make by governmental authority or similar cause of damage court order or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31decree.

Landlord’s Repairs. Landlord shallshall maintain and repair, at Landlord’s sole expense (and not as an Operating Expense)expense, be responsible for capital repairs and replacements the structural soundness of the roof (not including the roof membrane), foundation and exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in Building of which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), are a part in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, casualty losses and damages caused by Tenant excluded. The term “walls” as used in this Section 9 shall not include windows, glass or any Tenant Party shall be repaired by Landlordplate glass, to the extent not covered by insurancedoors or overhead doors, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident special store fronts, dock bumpers, dock plates or emergencylevelers, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly immediately give Landlord written notice of any repair required by Landlord pursuant to this SectionSection 9, after which Landlord shall make have a commercially reasonable effort opportunity to effect such repair. Notwithstanding the foregoing, if the Landlord’s repairs are necessitated due to the negligence or omissions of Tenant, its employees, invitees, contractors, agents or assigns, then Tenant shall reimburse Landlord for the full cost of such repairs within 15 days of receipt of written notice from Landlord. Additionally, Landlord shall not maintain, at Tenant’s expense, the roof, parking lots and utility lines located on the Land and on the exterior of the Building to their connection with the public utility line. These costs will be liable for assessed as part of the Operating Expenses reimbursed by Tenant pursuant to Section 4(B) herein. Landlord shall, prior to the Commencement Date, inspect the roof and electrical, plumbing and HVAC systems serving the Premises, and Landlord shall make any failure repairs, at its sole cost and expense, as necessary, to the roof and electrical, plumbing and HVAC systems serving the Premises as soon as is reasonably possible following the inspections. Additionally, Landlord will make any repairs or to perform any maintenance necessary, at its sole cost and expense, unless such failure shall persist for an unreasonable time after repairs are due to the acts or omissions of Tenant’s written notice , its employees, contractors, agents or invitees, to the roof and electrical, plumbing or HVAC systems during the first 120 days of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31Term.

Landlord’s Repairs. Landlord shall, at Landlord’s sole expense (and not as an Operating Expense), be responsible Except for capital the repairs and replacements that Tenant is required to make pursuant to Section 11.1 above, Landlord shall make all repairs and replacements to the Premises (excluding items of the roof Tenant’s Work such as wall coverings, carpeting and the like, but including extensions of the Base Building Systems, such as additional sprinkler heads, VAV boxes, supplemental HVAC units, plumbing systems and the like), Common Areas and the Building (not including Building fixtures and equipment) as shall be reasonably deemed necessary to maintain the roof membraneBuilding in a condition comparable to other newly constructed first class suburban office buildings of comparable quality in the Baltimore‑Washington corridor area (“Comparable Buildings”). If Tenant constructs Tenant’s Work pursuant to the terms of Section 35, to the extent that Tenant installs items as part of its improvements that Landlord is responsible to maintain during the Term, Tenant shall transfer any warranties to Landlord. Without limiting the foregoing, this maintenance shall include (a) the roof, foundation, exterior walls and foundation of the Buildings windows (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(vincluding interior sprandrel systems and gaskets), be included interior structural walls, all structural components (including the foundation), and all systems such as part of Operating Expenses mechanical, electrical, HVAC and shall be amortized pursuant to Section 5 hereofplumbing, or (b) subject to all landscaping and parking areas at the provisions Property (including snow removal and repair); (c) all other repairs deemed reasonably necessary for the prudent management of the penultimate paragraph of Section 17, caused by Tenant Premises or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused requested by Tenant, or by any of Tenant’s agents, servants, employees, invitees and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party The costs associated with such repairs shall be repaired by Landlord, to the extent not covered by insurance, at Tenant’s sole cost and expense. Landlord reserves the right to stop deemed a part of Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruptionExpenses; provided, however, that (i) costs of all of such repairs which would be considered capital in nature under generally accepted accounting principles shall be paid by Landlord, (ii) the portion of the costs which are covered by warranties shall not be included in the Building Expenses. There shall be no allowance to Tenant for a diminution of rental value, no abatement of rent, and no liability on the part of Landlord shallby reason of inconvenience, except in case of emergencyannoyance or injury to business arising from Landlord, give Tenant 72 hours advance notice of or others making any planned stoppage of Building Systems services repairs or performing maintenance as provided for routine maintenance, repairs, alterations or improvementsherein. Landlord shall use reasonable efforts agrees to coordinate such planned stoppages with Tenant diligently attend to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord any repairs or maintenance needs brought to its attention by written notice from Tenant as soon as reasonably practicable (but in no event shall Landlord commence such repairs or maintenance later than five (5) days (or shorter period as may be reasonably required in an emergency) thereafter or cease to pursue the completion of any such repair required by Landlord pursuant to this Section, after which Landlord shall make with diligence) and in a commercially reasonable effort manner calculated to effect such repair. Landlord shall not be liable for any failure minimize to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after the extent possible disruption of Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31business activities.

Landlord’s Repairs. The Basic Building Systems (e.g. plumbing, electrical, mechanical, etc.) will be in functional working order upon Lease Commencement Date. Landlord shallshall keep in good condition and repair the structure, foundation, bearing walls, roof system, exterior utility lines serving the Building at Tenant’s cost which shall be amortized over the reasonably estimated useful life thereof if a capital expense and prorated and paid by Tenant in accordance with Paragraph 5.6. Unless Landlord has elected to require Tenant to maintain the HVAC system, Landlord shall maintain the HVAC system of the Premises, at LandlordTenant’s sole expense cost (which shall be paid solely by Tenant in the event that the repair or replacement relates solely to the Premises or is necessitated by Tenant’s actions, or if not, which shall be prorated and not as an Operating Expensepaid by Tenant in accordance with Paragraph 5.6), except that Landlord shall not be responsible for capital repairs and replacements of the roof (not including the roof membrane), exterior walls and foundation of the Buildings (“Structural Items”) unless the need for required to make any such repairs or replacements is (a) required occasioned by changes in Legal Requirementsthe act or negligence of Tenant, in which case the cost thereof shallits agents, subject to Section 5(v)employees, be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereofinvitees, licensees, representatives or (b) subject contractors. In addition to the provisions of the penultimate paragraph of Section 17foregoing, caused by Tenant or any Tenant PartiesLandlord may, in which case Tenant shall bear the full cost at its election, employ qualified companies to repair or replace such Structural Items. Landlord shallprovide regular inspection, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlordthe walls, as an Operating Expense (except to roof, utility lines, fire sprinklers and HVAC system, the extent the cost thereof is excluded from Operating costs of which shall be included in Common Area Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the ProjectParagraph 5.4, and paid by Tenant in accordance with Paragraph 5.6. For purposes of this particular proration, the HVACfloor area of any buildings not included in such service contracts shall be excluded from the denominator. Nothing contained in this Paragraph 8.1 shall limit Landlord’s right to reimbursement from Tenant for maintenance, plumbingrepair costs and replacement costs provided elsewhere in this Lease. Notwithstanding the foregoing, fire sprinklersTenant acknowledges that Building C does not contain an air conditioning system, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”)but, in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of at Tenant’s agentsrequest, servants, employees, invitees Landlord shall install air conditioning and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17, losses and damages caused by Tenant or any Tenant Party shall be repaired by Landlord, to the extent not covered by insurance, associated improvements in Building C at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident or emergency, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premises. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this Section, after which Landlord shall make a commercially reasonable effort to effect such repair. Landlord shall not be liable for any failure to make any repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after Tenant’s written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make such repairs at Landlord’s expense and agrees that the parties’ respective rights with respect to such matters shall be solely as set forth herein. Repairs required as the result of fire, earthquake, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have the self-help rights provided for in Section 31.

Landlord’s Repairs. Landlord shallshall maintain and repair, at Landlord’s its sole expense (and not as an Operating Expense)expense, be responsible for capital repairs and replacements the structural soundness of the roof (not including the roof membrane)roof, foundation, and exterior walls and foundation of the Buildings (“Structural Items”) unless the need for such repairs or replacements is (a) required by changes in Legal Requirements, in which case the cost thereof shall, subject to Section 5(v), be included as part of Operating Expenses and shall be amortized pursuant to Section 5 hereof, or (b) subject to the provisions of the penultimate paragraph of Section 17, caused by Tenant or any Tenant Parties, in which case Tenant shall bear the full cost to repair or replace such Structural Items. Landlord shall, as an Operating Expense, be responsible for the routine maintenance and repair of such Structural Items. Landlord, as an Operating Expense (except to the extent the cost thereof is excluded from Operating Expenses pursuant to Section 5 hereof), shall maintain the roof membrane and all of the exterior, parking and other Common Areas of the Project, and the HVAC, plumbing, fire sprinklers, elevators and all other building systems serving the Premises and other portions of the Project (“Building Systems”), in good repair, reasonable wear and tear and uninsured losses and damages caused by Tenant, or by any of Tenant’s agents, servants, employees, invitees its agents and contractors (collectively, “Tenant Parties”) excluded. Subject to the provisions of the penultimate paragraph of Section 17The term "walls" as used in this Paragraph 10 shall not include windows, losses and damages caused by Tenant glass or any Tenant Party shall be repaired by Landlordplate glass, to the extent not covered by insurancedoors or overhead doors, at Tenant’s sole cost and expense. Landlord reserves the right to stop Building Systems services when necessary (i) by reason of accident special store fronts, dock bumpers, dock plates or emergencylevelers, or (ii) for planned repairs, alterations or improvements, which are, in the judgment of Landlord, desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed. Landlord shall have no responsibility or liability for failure to supply Building Systems services during any such period of interruption; provided, however, that Landlord shall, except in case of emergency, give Tenant 72 hours advance notice of any planned stoppage of Building Systems services for routine maintenance, repairs, alterations or improvements. Landlord shall use reasonable efforts to coordinate such planned stoppages with Tenant to minimize interference with Tenant’s operations in the Premisesoffice entries. Tenant shall promptly give Landlord written notice of any repair required by Landlord pursuant to this SectionParagraph 10, after which Landlord shall make have a commercially reasonable effort opportunity to effect such repair. In the event of an emergency, Tenant shall have the right to make such temporary, emergency repairs (and only such temporary, emergency repairs) to the roof, foundation or exterior walls of the Project as may be reasonably necessary to prevent material damage to Tenant's property at the Premises and/or personal injury to Tenant's employees at the Premises (provided Tenant first attempts to notify Landlord shall not be liable for any failure telephonically of such emergency and notifies Landlord of such circumstances in writing as soon as practicable thereafter). In addition, if Landlord fails to make any repairs or required of Landlord under this Paragraph 10 after thirty (30) days prior written notice from Tenant to perform Landlord of such repairs, subject to delays from Force Majeure, then Tenant may make such repairs and seek reimbursement from Landlord for such repairs as provided in this Paragraph. Tenant shall not have any maintenance unless right to make non-emergency repairs under the prior provision if Landlord has commenced such failure shall persist for an unreasonable time after repairs within thirty (30) days of receiving Tenant’s 's written notice of the need for such repairs or maintenance. Tenant waives its rights under any state or local law to terminate this Lease or, except as provided in Section 31, to make and diligently pursues such repairs at Landlord’s expense and agrees that to completion. In the parties’ respective rights event Tenant makes emergency or other repairs as allowed under this Xxxxxxxxx 00, Xxxxxxxx shall reimburse Tenant for the reasonable, out-of-pocket costs actually incurred by Tenant in making such repairs. If Landlord fails to reimburse Tenant for the reasonable, out-of-pocket costs incurred by Tenant in making such repairs, up to but not to exceed $100,000.00 with respect to such matters shall be solely as set forth herein. Repairs required as repairs, within 30 days after demand therefor, accompanied by supporting evidence of the result of firecosts incurred by Tenant, earthquakethen Tenant may bring an action for damages against Landlord to recover such costs, flood, vandalism, war, or similar cause of damage or destruction shall be controlled by Section 18. Tenant shall have together with interest thereof at the self-help rights rate provided for in Section 31Paragraph 37(j) of the Lease, and reasonable attorney's fees incurred by Tenant in bringing such action for damages; provided, however, in no way does this sentence limit Tenant's rights allowed by law or in equity. In no event, however, shall Tenant have a right to terminate the Lease.