Common use of Repair Clause in Contracts

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. (a) If the Premises are damaged by fire or other perils (“Damaged Property”) covered by extended coverage insurance, Landlord shall, at Landlord’s option: (i) In the event of total destruction (which shall mean destruction or damage in excess of fifty percent (50%) of the full insurable value thereof) of the Premises, elect either to commence promptly to repair and restore the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or not to repair or restore the Premises, in which event this Lease shall terminate. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 intention within sixty thirty (6030) days after any the date (the “Casualty Discovery Date”) Landlord obtains actual knowledge of such damage or destruction. If Landlord elects not to restore the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto)Premises, both the Landlord and Tenant shall have the option to terminate this Lease with written notice shall be deemed to the other party given within sixty (60) days after have terminated as of the date of any such total destruction. (ii) In the event of a partial destruction (which shall mean destruction or damage to an extent not exceeding fifty percent (50%) of the full insurable value thereof) of the Premises for which Landlord will receive insurance proceeds sufficient to cover the cost to repair and restore such partial destruction and, if the damage thereto is such that the Premises may be substantially repaired or restored to its condition existing immediately prior to such damage or destruction If within two hundred forty (240) days from the Casualty Discovery Date, Landlord has elected to shall commence and proceed diligently with the work of repair and restore restoration, in which event the Premises Lease shall continue in full force and effect. If such repair and restoration requires longer than two hundred forty (240) days or other portion of the Project (and if the damage insurance proceeds therefor (plus any amounts Tenant may elect or destruction has occurred is obligated to contribute) are not sufficient to cover the cost of such repair and restoration, Landlord may elect either to so repair and restore, in which event the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (or not to exceed one [1] year)repair or restore, subject to in which event the provisions of Section 7.2 of this LeaseLease shall terminate. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permittedIn either case, Landlord shall refund give written notice to Tenant any prepaid Rent of its intention within sixty (unaccrued 60) days after the Casualty Discovery Date. If Landlord elects not to restore the Premises, this Lease shall be deemed to have terminated as of the date of damage or such partial destruction. (iii) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything to the contrary contained in this Lease to the contrarySection, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event of damage to the holder Premises occurring during the last twelve (12) months of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtednessTerm, then either Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled or Tenant may elect to terminate this Lease by delivering written notice thereof of such election given to the non-terminating other party within thirty (30) days after the Casualty Discovery Date. (b) If the Premises are damaged by any peril not covered by extended coverage insurance, and the cost to repair such damage exceeds any amount Tenant may agree to contribute, Landlord receives notice from its mortgagee of such electionmay elect either to commence promptly to repair and restore the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or not to repair or restore the Premises, in which event this Lease shall terminate. Landlord shall give Tenant written notice of its intention within sixty (60) days after the Casualty Discovery Date. If Landlord elects not to restore the Premises, this Lease shall be liable deemed to have terminated as of the date on which Tenant surrenders possession of the Premises to Landlord, except that if the damage to the Premises materially impairs Tenant’s ability to continue its business operations in the Premises, then this Lease shall be deemed to have terminated as of the date such damage occurred. (c) In the event of repair and restoration as herein provided, the monthly installments of Base Rent shall be abated proportionately in the ratio which Tenant’s use of the Premises is impaired during the period of such repair or restoration, but only to the extent of rental interruption insurance proceeds actually received by Landlord; it being acknowledged that Landlord has no obligation to carry, or to require Tenant to carry, for Landlord’s benefit, rental interruption insurance. Except as expressly provided in the immediately preceding sentence with respect to abatement of Base Rent, Tenant shall have no claim against Landlord for, and hereby releases Landlord and Landlord’s Agents from responsibility for and waives its entire claim of recovery for any cost, loss or expense suffered or incurred by Tenant as a result of any damage to or destruction of the Premises or the Building or the repair or restoration thereof, including, without limitation, any cost, loss or expense resulting from any loss of use of the whole or any part of the Premises or the Building and/or any inconvenience or annoyance to Tenant occasioned by such damage, repair or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereofrestoration.

Repair. 7.1 Prior to the Commencement Date, Landlord shall carry out, at its sole cost and without any right of reimbursement from Tenant under Section 4.1 hereof, all those repairs, replacements, and refurbishments identified in Schedule 7.1 of Exhibit B hereto other than item 1(e). Within thirty (30) days of the Commencement Date, Tenant may deliver to Landlord a punchlist of its in Schedule 7.1 of Exhibit B not completed, and Landlord agrees to proceed with due diligence to perform its obligations regarding such items. Following the Lease Commencement Date, Landlord shall permit Tenant to participate in the repair, replacement and refurbishment process, which shall include inviting Tenant to attend planning and construction meetings and permitting Tenant to have a representative at the job site. Landlord agrees, at its sole cost and without any right of reimbursement from Tenant under Section 4.1 hereof to install in the Building a new building HVAC control unit consistent with item 1(e) of Schedule 7.1 of Exhibit B. Landlord shall use commercially reasonable efforts to give commence the installation in late December 2005, to diligently pursue the same to completion, and to avoid disruption to Tenant’s business. Landlord further agrees, at its sole cost and expense and without any right of reimbursement from Tenant written notice of its decisionsunder Section 4.1 hereof, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred install in the last year of Building a new HVAC unit for the Term sole use and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession benefit of the Premises, comparable to the 90-ton unit existing in the Building as of the Commencement Date, and which will provide up to eight (8) air changes per hour. Landlord shall use commercially reasonable wear efforts to commence the installation of the unit in the first quarter of calendar year 2007, to diligently pursue the same completion, and tear excepted and Landlord will to avoid disruption to Tenants business. The costs of these replacements shall not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and included in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then tenant improvement allowance set forth in Exhibit B. 7.2 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair, maintain, and replace as needed the structural portions of the root foundation and walls of the Building. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them, but rather either party shall except as set forth in the punch list to be entitled delivered pursuant to terminate Section 21 and except as provided in Section 7.1. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.3 Subject to Section 7.1, Tenant or injury to shall at its own cost and expense keep and maintain all parts of the business Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contactors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. 7.4 Except as provided in Article 22, 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 repair thereofBuilding or the Premises or to fixtures, appurtenances and equipment in the Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect. 7.5 Tenant shall enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises, including the fume exhaust system and including systems and equipment which serve both the Premises and other portions of the Building (and a copy of the contract shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. The service contact shall provide that Landlord shall pay directly to the maintenance contractor that portion of the cost of the contract services attributable to portions of the Building which are not the Premises and that Tenant shall pay directly to the maintenance contractor the balance of the cost of the contract services. Should Tenant fail to enter into the maintenance contract in accordance with this section, Landlord may, upon notice to Tenant, enter into such a maintenance/ service contract on behalf of Tenant or perform the work and in either case, charge Tenant its share of the cost thereof along with a reasonable amount for Landlord’s overhead.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60a) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option Premises (as defined in Exhibit C attached hereto), both the Landlord and Tenant other than Tenant's Property) shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises be damaged by fire or other portion of the Project casualty (and if this Lease shall not be terminated as provided herein), promptly following the giving of notice thereof by Tenant to Landlord, the damage to the Base Building relating to the Premises shall, following completion of Landlord's insurance adjustment, be diligently repaired at the expense of Landlord to substantially the condition prior to the damage, and the damage to the Alterations (but not to Tenant's Property) shall, upon receipt of insurance proceeds and other amounts from Tenant relating thereto, be diligently repaired by Landlord to the condition of the Premises prior to such casualty, provided such obligation to repair the Alterations shall be limited to the extent of the insurance proceeds and other amounts received by Landlord from Tenant or destruction has occurred its insurance carrier. (b) Upon any damage to the Premises by fire or other casualty, the proceeds of insurance policies providing coverage for the Existing Leasehold Improvements, Tenant's Distribution Systems and Alterations shall be paid to Landlord solely for the purpose of satisfying Landlord's repair obligation set out in Section 12.1 or for distribution after a termination of this Lease in the last year manner provided in this subsection. Concurrently with the collection of any insurance proceeds attributable to the damage to the Existing Leasehold Improvements, Tenant's Distribution Systems and/or Alterations, Tenant shall pay to Landlord (i) the amount of any deductible under the policy insuring the Existing Leasehold Improvements, Tenant's Distribution Systems and/or Alterations, and (ii) the amount, if any, by which the cost of repairing and restoring the Existing Leasehold Improvements, Tenant's Distribution Systems and/or Alterations as estimated by a reputable contractor designated by Landlord exceeds the available insurance proceeds therefor. (The sum of the Term amounts described in clauses (i) and neither (ii) of the preceding sentence and the available insurance proceeds are referred to as the "Total Restoration Costs"). Notwithstanding any language to the contrary contained in this Section 12.1, in the event that this Lease is terminated by either Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject pursuant to the provisions of this Article 12, then (i) if Landlord shall have received the proceeds of Tenant's policies in connection with the repair and restoration of the Existing Leasehold Improvements, Tenant's Distribution Systems and/or Alterations, Landlord shall retain such proceeds, and (ii) if Tenant shall have received the proceeds of Tenant's policies in connection with the repair and restoration of the Existing Leasehold Improvements, Tenant's Distribution Systems and/or Alterations, Tenant shall pay such proceeds to Landlord. The provisions of the immediate preceding sentence of this Section 7.2 12.1 shall survive any termination of this Lease. Should . (c) Notwithstanding any other provision herein to the contrary, in the period after a casualty and during any repair or restoration of the Building or the Premises, regardless of whether Tenant is able to use the Premises for the operation of its business, Tenant shall be responsible for payment of all Rent due under this Lease including without limitation Tenant's obligation to pay to Landlord Base Rent, Escalation Rent and utility costs as provided herein. (d) It is expressly understood that if Landlord shall be prevented from substantially completing the repairs not due to any acts of Tenant, its agents, servants, employees or contractors, then such repairs shall be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of deemed substantially complete on the date of damage or destruction) and any other sums due and owing by when the repairs would have been substantially completed but for such delay. Any additional costs to Landlord to Tenant (less complete any sums then due and owing Landlord repairs occasioned by Tenant) and any remaining sums due and owing such delay shall be paid by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereofdemand, as Additional Rent.

Repair. If this Lease is not terminated as provided above, Landlord shall use reasonable efforts thereafter diligently (taking into account the time necessary to give Tenant effectuate a satisfactory settlement with any insurance company involved and obtain permits) restore and repair the Premises and the Building in which the Premises is located to substantially the same condition they were in prior to such damage using materials and workmanship equal to or better in quality than those originally incorporated into the Premises; provided, however, if (i) if the damage or destruction was caused by a risk not insured under the insurance policies that Landlord maintains on the Project, (ii) insurance proceeds that, when added to any necessary deductible payment, would be sufficient for restoration are unavailable for any reason (other than due to Landlord’s failure to maintain the insurance coverage required hereunder) to restore the Premises and the Building, (iii) more than twenty-five percent (25%) of a Building is destroyed as a result of such damage, (iv) Landlord cannot reasonably reconstruct the damage within one hundred eighty (180) days from the date of casualty, (v) any mortgagee under a mortgage or deed of trust covering a Building requires that the insurance proceeds payable as a result of said casualty be used to retire all or any portion of the mortgage debt, (vi) the Premises are materially damaged during the last year of the Term (subject to Tenant’s right to extend the Term if Extended Terms remain available), or (vii) then-existing laws or ordinances do not permit such restoration, then Landlord shall have the right, at its sole option, to terminate this Lease by giving written notice of its decisions, estimates or elections under this Section 7.3 termination to Tenant within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after following the date of any such damage or destruction If Landlord has elected the damage, and further provided that Landlord’s determination of whether to repair terminate shall be made in good faith and restore in a non-discriminatory manner, it being the Premises or other portion intent of the Project (and if the damage or destruction has occurred in the last year of the Term and neither parties that Landlord or Tenant have elected not be able to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to use the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of terminationArticle 16 to terminate certain leases based solely on their being “below market” leases. If this Lease is terminated as herein permittedpursuant to the preceding sentence, Landlord all Base Rent and Additional Rent payable hereunder shall refund be equitably apportioned and paid to Tenant any prepaid Rent (unaccrued as of the date of the occurrence of such damage or destruction) , and neither Landlord nor Tenant shall have any further rights or remedies or obligations as against each other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess Lease accruing after the date of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereoftermination.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under (i) If this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Master Lease shall continue in full force and effecteffect following (1) a Casualty or Condemnation affecting any Property during the Interim Lease Term therefor which arises from the fraud, misapplication of funds, illegal acts or willful misconduct of the Lessee or (2) a Casualty or Condemnation affecting any Property which occurs at any time during the Basic Lease Term thereof, then in each case the Lessee shall, at its sole cost and expense (utilizing insurance proceeds and condemnation awards as contemplated hereby and by Sections 3.4(b) and 3.5(b) of the repairs will be made within a reasonable time thereafter Construction Agency Agreement; provided, however, that, if any award, compensation or insurance payment is not sufficient to restore such Property in accordance with this clause (not to exceed one [1] yeard), the Lessee shall pay the shortfall), promptly and diligently repair any damage to such Property caused by such Casualty or Condemnation in conformity with the requirements of Sections 8.3, 9.1 and 10.1 using the Plans and Specifications for such Property (as modified to give effect to any subsequent Modifications, any Condemnation affecting such Property and all Applicable Law) so as to restore such Property to at least the same or similar condition, operation, function and value as existed immediately prior to such Casualty or Condemnation with such Modifications as the Lessee may elect in accordance with Section 10.1. In such event, title to such Property shall remain with the Lessor Trust subject to the provisions of Section 7.2 terms of this Master Lease. Should Upon completion of such restoration, the repairs not be Lessee shall furnish to the Administrative Agent a Responsible Officer's Certificate confirming that such restoration has been completed within that periodpursuant to this Master Lease. (ii) If a Casualty or Condemnation (other than a Casualty or Condemnation which arises from the fraud, both Landlord and Tenant shall each have the option misapplication of terminating this Lease by written letter of termination. If this Lease is terminated as herein permittedfunds, Landlord shall refund to Tenant any prepaid Rent (unaccrued as illegal acts or willful misconduct of the date of damage Lessee (which Casualty or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord Condemnation shall be paid governed by clause (i) above)) occurs with respect to Landlord. If Landlord elects any Property during the Interim Lease Term therefor, then, so long as the Agent Certificate Holder shall not have delivered a Partial Termination Notice with respect thereto, the Lessee shall use commercially reasonable efforts to rebuild complete construction of such Property according to the Premises Plans and Specifications therefor as modified to reflect the effects of such Casualty or other portion of the ProjectCondemnation, Landlord but shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuildexpend its own funds for such purpose; provided, that if the Administrative Agent shall have disbursed any funds to the Construction Agent for the repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion restoration of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord applicable Property pursuant to Section 7.4(a3.4(b) or 3.5(b) of this Leasethe Construction Agency Agreement, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to such funds shall be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore by the Lessee and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof Construction Agent solely to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience repair or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard restoration of the repair thereofapplicable Property in accordance with the Construction Agency Agreement.

Repair. Landlord shall use reasonable efforts to give Tenant written ------ notice of its decisions, estimates or elections under this Section 7.3 within sixty ----------- thirty (6030) days after any such damage or destruction. If the Term of the Lease Landlord is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected obligated to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)Project, this Lease shall continue in full force and effect, and the repairs will be made within a as promptly as is commercially reasonable time thereafter (not to exceed one [1] year)120 days from the date of the Restoration Estimate, subject to the provisions of Section 7.2 of this ----------- Lease. Should the repairs repairs, despite Landlord's use of commercially reasonable efforts, not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected to repair and reconstruct the Premises or other portion of the Project to the extent stated above, the Term will be extended for a time equal to the period from the occurrence of such damage to the completion of such repair and reconstruction. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s 's Property or Tenant WorkTenant's leasehold improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required ----------- to expend under this Article VII any amount in excess of the proceeds actually ----------- received from the insurance carried by Landlord pursuant to Section 7.4(a) of -------------- this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises or the Building, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the structural portions of the Building, including the roof and the basic plumbing, common area air conditioning, heating and electrical systems installed or furnished by Landlord and all common areas of the Building in working order and condition. By taking possession of the Premises, Tenant accepts them as being in good order condition and repair and in the damagecondition in which Landlord is obligated to deliver them subject to the items set forth on the punchlist prepared in accordance with Section 2. 1. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, expect as specifically set forth in this Lease. 7.2 Tenant shall at its own cost and expense keep and maintain all parts of the Premises and improvements therein in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but rather either party not limited to, repair and replacement of all fixtures installed by Tenant, windows, glass and plate glass, doors, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises, electrical systems and fixtures and sprinkler systems), if applicable. Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way Tenant will deliver the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted and ordinary wear and tear excepted. Tenant shall, at its own cost and expense, repair any damage to the Premises or the Building resulting from and/or caused in whole or in part by Tenant, its agents, employees, invitees, or any other person entering upon the Premises as a result of Tenant's business activities or caused by Tenant's default hereunder. 7.3 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 which shall be entitled to terminate this Lease by delivering determined in Landlord's reasonable discretion after written notice thereof of the need of such repairs or maintenance is given to Landlord by Tenant. 7.4 Except as provided in Articles 22, 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 Building or the Premises or to fixtures, appurtenances and equipment in the Building unless due to Landlord's negligence or willful misconduct, in which event, after three (3) days, Tenant shall receive one (1) day of Rent abatement for each day Tenant is unable to operate in the Premises until Tenant can again operate in the Premises. Except to the non-terminating party extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord's expense under any law, statute or ordinance now or hereafter in effect. 7.5 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor and/or an employee certified by manufacturer, selected by Tenant and approved by Landlord for servicing all heating and air conditioning systems and batteries, generators and fuel tanks serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days after the Commencement Date. 7.6 In recognition of Tenant's use, Landlord receives notice from its mortgagee shall use good-faith efforts to provide Tenant (except in the case of such election. emergency, in which event Landlord shall use reasonable efforts, but shall not be liable for any inconvenience required, to provide Tenant with prior notice) not less than twenty four (24) hours prior written notice of Landlord's intent to enter the Premises provided such entry shall not disrupt Tenant's service to its clients, and not less than forty eight (48) hours prior written notice of Landlord's intention to enter the Premises to effect planned repairs (including, but not limited to electrical, mechanical or annoyance to Tenant or injury to plumbing work) if such work will materially disrupt and/or interfere with the business of Tenant resulting within the Premises or Building in any way from a manner which will, in Landlord's reasonable opinion, affect Tenant's use. In such damage or destruction or circumstances Tenant and Landlord will cooperate to determine an appropriate time. Further, in emergency situations Landlord shall use reasonable care and precaution in order to minimize the disregard of the repair thereofdisruptions in Tenant's business.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section SECTION 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)Project, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [(1] ) year), subject to the provisions of Section SECTION 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected to repair and reconstruct the Premises or other portion of the Project to the extent stated above, the Term will be extended for a time equal to the period from the occurrence of such damage to the completion of such repair and reconstruction. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately substantially the same condition as existed at the time Tenant entered into possession of the PremisesPremises (except for any work paid for by Tenant), reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s 's Property or Tenant WorkTenant's leasehold improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section SECTION 7.3, in no event shall Landlord be required to expend under this Article ARTICLE VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section SECTION 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and expect that Landlord shall repair and maintain the structural portions of the roof, walls and foundation of the Building. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them. It is hereby understood and agreed that no representations respecting the condition of the Premises or the building have been made by landlord to Tenant, but rather either party shall be entitled to terminate except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is give to Landlord by Tenant. 7.2 Tenant shall at its own cost and expense keep and maintain all parts of the Premises and such portion of the Building and improvements as are within the exclusive control of the Tenant in good condition, promptly making all necessary repairs and replacements, whether ordinary or injury extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, and special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to the business ordinary war and from falling temporarily out of Tenant resulting repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty expected (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, invitees, or any other persons entering upon the Premises as a result of Tenant's business activities or caused by Tenant's default hereunder. 7.3 Except as provided in Article 22, 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 repair thereofBuilding or the Premises or to fixtures, appurtenances and equipment in the Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord's expense under any law, statute or ordinance now or hereafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Landlord may, upon notice to Tenant, enter into such a maintenance/ service contract on behalf of Tenant or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord's overhead.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 6.03 within sixty forty-five (6045) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and ; should Landlord fail to timely give such written notice, Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto)may, both the Landlord and Tenant shall have the option to terminate this Lease with by written notice to the other party given within sixty (60) days after the date of any such damage or destruction Landlord terminate this Lease. If Landlord has elected to repair and restore the Leased Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)Project, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), hundred eighty (180) days following the casualty) subject to the provisions of Section 7.2 6.02 of this Lease; provided, however, if at the time repair and restoration has commenced, Landlord has delivered to Tenant an independent architect's certificate to the effect that repair and restoration will require longer than 180 days, then the period for repair and restoration shall be the period so certified by the architect up to but not exceeding 270 days following the casualty. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permittedpursuant to Section 6.03 (a) or (b), Tenant shall be entitled to a fair and equitable diminution of Base Rental from the date of casualty to the date of termination based on the extent and nature of the damage, and Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected to repair and reconstruct the Leased Premises or other portion of the Project to the extent stated above, the Term will be extended for a time equal to the period of such repair and reconstruction. If Landlord elects to rebuild the Leased Premises or other portion of the Project, Landlord shall (i) only be obligated to restore or rebuild the Leased Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Leased Premises, reasonable wear and tear excepted and Landlord will (ii) not be required to rebuild, repair or replace any part of Tenant’s 's Property or Tenant WorkTenant's improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Leased Premises or other portion of the Project pursuant to this Section 7.36.03, in no event shall Landlord be required to expend under this Article VII VI any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) 6.04 of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. 7.1 Landlord shall use reasonable efforts have no obligation to give Tenant written notice of its decisionsalter, estimates remodel, improve, repair, decorate or elections under paint the Premises, except as specified in Exhibit B if attached to this Section 7.3 within sixty (60) days after any such damage or destruction. If Lease and except that Landlord shall repair and maintain the Term structural portions of the Lease is in its last year roof, foundation and walls of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this LeaseBuilding. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into By taking possession of the Premises, reasonable Tenant accepts them as being in good order, condition and repair and in the condition in which Landlord is obligated to deliver them. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease. 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 written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant shall at its own cost and expense keep and maintain all parts of the Premises and improvements as are within the exclusive control of Tenant in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, skylights, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises (except as provided in Section 7.4(b) below), electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and tear from falling temporarily out of repair, and upon termination of this Lease in any way Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage to glass). Tenant shall, at its own cost and Landlord will not be required to rebuildexpense, repair any damage to the Premises or replace the Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any part other person entering upon the Premises as a result of Tenant’s Property business activities or Tenant Work. Notwithstanding anything contained caused by Tenant’s default hereunder. 7.3 Except as provided in this Lease Article 22, 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 contrarymaking of any repairs, if Landlord shall elect alterations or improvements in or to repair and restore any portion of the Building or the Premises or other portion to fixtures, appurtenances and equipment in the Building, provided that Landlord shall comply with all terms of Section 17.1 of this Lease when entering the Premises to make any repairs, replacements or improvements to the Premises or Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect. (a) Tenant shall, [*] enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and at Landlord’s request a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess date Tenant takes possession of the proceeds actually received from Premises. Should Tenant fail to do so, Landlord may, upon notice to Tenant, enter into such a maintenance/ service contract on behalf of Tenant or perform the insurance carried work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord’s overhead. (b) Landlord shall make all repairs and replacements, not otherwise covered by Landlord pursuant Tenant’s maintenance/service contract, to those HVAC units serving the Premises which are listed on Exhibit E attached hereto and any replacements of such HVAC units listed in Exhibit E attached hereto, at Landlord’s sole cost and expense when in the opinion of Landlord’s independent licensed HVAC contractor, reasonably exercised, such repair or replacement is necessary, so long as Tenant has continuously complied with Section 7.4(a) of this Lease, and in further, that the event need for such repair or replacement does not arise from Tenant’s negligence, abuse or misuse. Tenant shall be solely responsible for the holder repair and replacement of any mortgage whose lien encumbers HVAC units serving the Project causes the insurance proceeds to be applied to Landlord’s indebtednessPremises which are not (i) listed on Exhibit E attached hereto, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty or (30ii) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard replacements of the repair thereofHVAC units listed on Exhibit E attached hereto.

Repair. Landlord a) The Tenant shall use keep in good, tenantable and reasonable efforts to give Tenant written notice state of its decisionsrepair the Leased Premises, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If including, without limiting the Term generality of the Lease is foregoing, all interior partitions, fixtures and improvements, in its last year the Leased Premises, all electrical and telephone outlets and conduits, any fixtures and shelving, and special mechanical and electrical fixtures and shelving, and special mechanical and electrical equipment not a normal part of the Term when Leased Premises installed by or for the damage Tenant. The Landlord may enter and view the state of repair and the Tenant shall repair the Leased Premises in a good workmanlike manner within the time period set forth in a notice from the Landlord, and if there is no time period set forth in the notice, then the repairs shall be done within a reasonable time: Alternatively, the Landlord, and its agents, either alone or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto)with workmen, both servants, or others, may enter upon the Leased Premises to make the repairs required to be made to the Leased Premises. In this regard the Landlord and Tenant it's agent, servants, and employees may enter upon the Leased Premises and have the same repaired in a proper manner, together with an administration fee of fifteen percent (15 %) of the cost of such repairs, and to render the account for such repairs to the Tenant, and the Landlord shall have the option same remedies to terminate this Lease enforce payment thereof as the Landlord has in respect to arrears of Rent. b) The Tenant shall pay the cost of replacement with written notice to the other party given within sixty (60) days after the date as good quality and size of any such damage or destruction If Landlord has elected to repair glass broken on the Leased Premises including outside windows and restore the Premises or other portion doors of the Project perimeter of the Leased Premises (and if the damage or destruction has occurred including perimeter windows in the last year of exterior walls) during the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) continuance of this Lease, and in unless the event glass shall be broken by the holder Landlord, its servant, employees or agents on its behalf. The cost of any mortgage whose lien encumbers replacement shall include not only the Project causes cost of the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damageglass, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to also the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard cost of the repair thereofinstallation of the same.

Repair. If this Lease is not terminated in accordance with Section 7.1 or Section 7.2, (a) Landlord shall use reasonable efforts submit a claim for insurance proceeds in relation to give Tenant written notice of such Casualty, and (b) Landlord shall, promptly following its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term receipt of the Lease is in insurance proceeds from the insurers, commence and diligently pursue to completion, at its last year sole cost (including such proceeds), the repair of the Term when affected portions of the damage Buildings and the Premises (but, for the avoidance of doubt, excluding any Gaming Equipment and other personal property belonging to Tenant) substantially to their condition immediately preceding the Casualty (or destruction occurs and Tenant has not exercised its Renewal Option (in such other manner as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate may otherwise agree), in which case this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)shall not terminate, this Lease but shall continue in full force and effect, and Rent shall continue to be paid by Tenant either directly by Tenant or from the repairs will be made within a reasonable time thereafter (proceeds of Tenant’s rental/business interruption insurance notwithstanding such restoration of the affected portions of the Premises. Whether or not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permittedterminated, Landlord if a Casualty damages any Owned Gaming Equipment, Tenant shall refund to Tenant any prepaid Rent (unaccrued as either, at its option, by the end of the date Term (a) restore or replace such damaged Owned Gaming Equipment (which repair or replacement shall be of damage the same or destructionbetter quality and functionality as the damaged equipment) and using any other sums due and owing insurance proceeds that may be received by Landlord to Tenant (less any sums then due and owing Landlord by Tenantbut whether or not such insurance proceeds are sufficient to make such repairs or replacements); or (b) and any remaining sums due and owing by Tenant assign to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Projectproceeds, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premisesif any, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease property insurance relating to such damaged Owned Gaming Equipment and pay to Landlord (i) the amount of the deductible for such insurance and (ii) to the contraryextent that Tenant has failed to insure such damaged Owned Gaming Equipment for its full replacement value, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII pay any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied deficiency to Landlord’s indebtedness; provided, then Landlord shall have no obligation to restore however, that if Tenant does not proceed as described in clause (a) above and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard cost of the repair thereofor replacement of the damaged Owned Gaming Equipment is less than the amount of the deductible for such insurance, Tenant shall pay to Landlord the amount of the cost of such repair or replacement.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the structural portions of the roof, foundation and walls of the Building. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, but rather either party shall be entitled to terminate except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant shall at its own cost and expense keep and maintain all parts of the Premises and such portion of the Building and improvements as are within the exclusive control of Tenant in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Landlord agrees that the heating, ventilating, and air conditioning system serving the Premises will be in good working condition on the date Landlord delivers possession of the Premises to Tenant or injury and will warrant such systems for 12 months from the Commencement Date. Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to the business ordinary wear and from falling temporarily out of Tenant resulting repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. 7.3 Except as provided in Article 22, 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 Building or the Premises or to Fixtures, appurtenances and equipment in the Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/ service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Should Tenant fail to do so, Landlord may, upon notice to Tenant, enter into such a maintenance/service contract on behalf of Tenant or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord’s overhead. 7.5 Landlord shall coordinate any repairs and other maintenance of any railroad tracks serving the Building and, if Tenant uses such rail tracks, Tenant shall reimburse Landlord or the railroad company from time to time upon demand, as additional rent, for its share of the costs of such repair thereofand maintenance and for any other sums specified in any agreement to which Landlord or Tenant is a party respecting such tracks, such costs to be borne proportionately by all tenants in the Building using such rail tracks, based upon the actual number of rail cars shipped and received by such tenant during each calendar year during the Term.

Repair. To repair and keep the Premises in good and substantial repair and condition (except in respect of damage by risks insured under Clause 12.2 (Insure ) unless the insurance money is irrecoverable by reason of any act or default of the Leaseholder). Decoration As often as is reasonably necessary and in the last month of the Term in a proper and workmanlike manner (and in the last month of the Term in colours approved by the Landlord) to paint, paper, treat and generally decorate in a style appropriate to property of a like character all the inside of the Premises previously or usually so painted, papered, treated and decorated. Provide floor coverings To provide carpets or such other suitable floor coverings to the floors of the Premises. Repair damage to Common Parts In respect of any damage or disrepair to the Common Parts caused or contributed to by any act, neglect or default of the Leaseholder or the Leaseholder’s family, servants or licensees or by any other person under the control of the Leaseholder, at the option of the Landlord, the Leaseholder will on demand indemnify the Landlord shall use reasonable efforts to give Tenant written notice in respect of its decisionsall costs, estimates or elections under this Section 7.3 within sixty (60) days after any charges and expenses incurred by the Landlord in repairing, making good, renewing and/or reinstating such damage or destructiondisrepair. If Not to alter Not to: make any alterations or additions to the exterior of the Premises; make any structural alterations or structural additions to the interior of the Premises; erect any new buildings on the Premises; in any way interfere with the outside of the Building; or remove any of the Landlord’s fixtures from the Premises. Not to make any alteration or addition of a non-structural nature to the interior of the Premises without the previous written consent of the Landlord (such consent not to be unreasonably withheld). Comply with requirements of public authorities To execute and do at the expense of the Leaseholder all works and things as may at any time during the Term be directed or required by any national or local or other public authority to be executed or done upon or in respect of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of provided that the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord Leaseholder shall not be liable for by virtue of this Clause 10.9 (Comply with requirements of public authorities ) to execute or do any inconvenience works which fall within the scope of Clause 12.3 (Repair redecorate renew structure ). Provide copies of notices Promptly to serve on the Landlord a copy of any notice, order or annoyance to Tenant or injury proposal relating to the business Premises and served on the Leaseholder by any national, local or other public authority. Expenses of Tenant resulting the Landlord To pay all costs, charges and expenses (including solicitors’ costs and surveyors’ fees) reasonably incurred by the Landlord: for the purpose of or incidental to the preparation and service of a notice under section 146 or section 147 of the Law of Property Act 1925 even if forfeiture is avoided otherwise than by relief by the court; or otherwise incurred by the Landlord in respect of any way breach of covenant by the Leaseholder under this Lease. Obtain consents To obtain all licences, permissions and consents and do all works and things and pay all expenses required or imposed by any existing or future legislation in respect of any works carried out by the Leaseholder on the Premises or any part of the Premises or in respect of any use of the Premises during the Term. ▇▇▇▇▇▇▇▇’s right of inspection and right of repair To permit the Landlord and its employees or agents at reasonable times to enter the Premises and examine their condition and also to take a schedule of fixtures and fittings in the Premises. If any breach of covenant, defects, disrepair, removal of fixtures and fittings or unauthorised alterations or additions are found on inspection for which the Leaseholder is liable, then, on notice from such damage or destruction the Landlord, to execute to the reasonable satisfaction of the Landlord or the disregard Landlord’s surveyor all repairs, works, replacements or removals required within three months (or sooner if necessary) after receipt of notice. If the repair thereofLeaseholder fails to comply with a notice under Clause 10.13.2, the Landlord may itself or by its workpeople or agents enter the Premises and execute the repairs, works, replacements or removals.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty thirty (6030) days after any Landlord receives a determination from its insurer of the insurance proceeds payable in connection with such damage or destruction. If the Term of the Lease ; provided that if Landlord is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option unable to terminate this Lease with written provide such notice to the other party given Tenant within sixty (60) days after of the date of any such damage or destruction for any reason, Landlord will keep Tenant apprised of the status of its evaluation of its options hereunder. If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)Project, this Lease shall continue in full force and effecteffect and Tenant shall pay Rent for that portion of the Premises that is not damaged and for any damaged space that Tenant utilizes, and the repairs to the damaged portion of the Premises will be made within a reasonable time thereafter (not to exceed one [1] yeartwo hundred‑forty (240) days), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease with respect to such untenantable portion of the Premises by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord). If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the structural portion of the Premises or other portion of the Project to approximately the same structural condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted excepted, and Landlord will shall not be required to rebuild, repair or replace any part of Tenant’s Property property, any leasehold improvements, any interior finishes or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore other non-structural components of the Premises or other portion (all of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party which shall be entitled to terminate this Lease repaired and restored by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from Tenant at its mortgagee of such electionsole cost and expense). Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof. Upon completion of Landlord’s repairs to and restoration of the Premises, Tenant shall resume the payment to Landlord of all Rent due and payable under this Lease.

Repair. (a) The Tenant covenants with the Landlord shall use reasonable efforts to give Tenant written notice of its decisionsrepair the Leased Premises, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term including glass and doors of the Lease is Leased Premises and to leave the Leased Premises in its last year good repair, including interior painting if, in the opinion of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto)Landlord, both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the such painting is required for reasons other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, than reasonable wear and tear excepted or is required because of damage done by the Tenant to the Leased Premises, and to permit the Landlord will not be to enter and view the state of repair and to repair according to notice in writing; reasonable wear and tear and damage by fire, lightning and tempest, and other casualty against which the Landlord is insured, and repairs required to rebuildthe roof and outside walls of the Building due to structural defects, repair are expressly excepted from this covenant of the Tenant to repair. Provided however, that if the Leased Premises shall be damaged or replace any part destroyed through negligence, carelessness or misuse by the Tenant, its servants, agents, employees or anyone permitted by it to be in the Leased Premises, the expense of the necessary repairs, replacements or alterations shall be borne by the Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease , who shall pay them to the contraryLandlord forthwith on demand. (b) The Tenant also covenants with the Landlord to maintain and repair at the Tenant's sole expense, during the whole of the Term herein, all equipment, appurtenances and improvements with the Leased Premises, including without limiting the generality of the foregoing, all electrical fixtures, air conditioning equipment, heating equipment, ventilation equipment, plumbing fixtures and equipment, wiring, and further to permit the Landlord to enter and view the state of repair of same and to repair according to notice in writing; provided however that reasonable wear and tear and damage by fire, lightning and tempest and other casualty against which the Landlord is insured are expressly excepted from this covenant. Provided further that if such equipment shall be damaged or destroyed or rendered inoperable or require replacement through the negligence, carelessness or misuse by the Tenant, its servants, agents, employees or anyone permitted by it to be in the Leased Premises, the expense of the necessary repairs, replacements or alterations shall be borne by the Tenant who shall pay them to the Landlord forthwith on demand. (c) The Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and responsible in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds first instance to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore maintain and repair the damagebuilding structure within which the Leased Premises are situate, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to and the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. roof thereof, provided however, that the Landlord shall not be liable responsible for any inconvenience losses or annoyance to damages of the Tenant or injury caused by structural damage to the business Leased Premises provided that the Landlord repairs same within 3 weeks of receiving written notice from the Tenant resulting in any way from such damage or destruction or the disregard of the repair thereofthat structural repairs are required.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty thirty (6030) days after any Landlord receives a determination from its insurer of the insurance proceeds payable in connection with such damage or destruction. If the Term of the Lease ; provided that if Landlord is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option unable to terminate this Lease with written provide such notice to the other party given Tenant within sixty (60) days after of the date of any such damage or destruction for any reason, Landlord will keep Tenant apprised of the status of its evaluation of its options hereunder. If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)Project, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [(1] ) year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected to repair and reconstruct the Premises or other portion of the Project to the extent stated above, the Term will be extended for a time equal to the period from the occurrence of such damage to the completion of such repair and reconstruction. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore restore, or rebuild the Premises or other portion of the Project to approximately substantially the same condition as existed at the time Tenant entered into possession of the PremisesPremises (except for any work paid for by Tenant), reasonable wear and tear excepted excepted, and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant WorkTenant’s leasehold improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof. Upon completion of Landlord’s repairs to and restoration of the Premises, Tenant shall resume the payment to Landlord of all Rent due and payable under this Lease.

Repair. Landlord shall use reasonable efforts to give Tenant written ------ notice of its decisions, estimates or elections under this Section 7.3 within sixty thirty (6030) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project within one hundred eighty (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)180) days, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [(1] ) year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work's personal property. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof, except for the grossly negligent acts or omissions of Landlord, its agents, contractors or employees.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain all structural portions of the damageBuilding and the Building envelope, but rather either party including the roof, foundation walls, water heaters, skylights, windows, glass, plate glass, and Life Safety Systems, as well as all outdoor areas and specifically any terrace and deck areas. In addition, Landlord shall also maintain the common areas of the Building and the Building systems generally servicing the common areas of the Building (including, without limitation, any heating, ventilating and air conditioning units); provided, however, that the costs and expenses associated with the foregoing shall be entitled to terminate this Lease by delivering written notice thereof a part of Expenses and subject to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee terms and conditions of such electionArticle 4 of this Lease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant shall periodically inspect the Premises to identify any conditions that are in need of maintenance or injury repair. Tenant shall provide Landlord with notice of any such conditions and Landlord shall make any such repairs within a reasonable period of time following the receipt of such notice. All sums paid by Landlord and all expenses incurred by it in connection with such repairs, which are not expressly obligations of Landlord, as provided herein, shall be payable to Landlord by Tenant within ten (10) business days of Landlord’s demand. Tenant as part of its obligations hereunder shall keep the business Premises in a clean and sanitary condition. Tenant will, use commercially reasonable efforts to keep all such parts of Tenant resulting the Premises in such a manner to minimize deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from Tenant will yield up the Premises to Landlord in good condition and repair, ordinary wear and tear and loss by fire or other casualty excepted (but not excepting any damage to glass). Notwithstanding anything to the contrary contained herein and except to the extent caused by Tenant or any of the Tenant Entities’ acts and/or omissions or as a result of casualty, to the extent Landlord is made aware and Landlord determines in its reasonable discretion that expenditures for the full replacement of any of the heating, ventilating and air conditioning units solely servicing the Premises (as opposed to the replacement of components or repair thereof) must be made, Landlord shall cause such work to be completed at its sole cost and expense, which cost shall not be included in Expenses. However, except to the extent caused by Tenant or any of the Tenant Entities’ acts and/or omissions, to the extent Landlord is made aware and Landlord determines in its reasonable discretion that expenditures to repair or replace components of any of the heating, ventilating and air conditioning units solely servicing the Premises (as opposed to the full replacement thereof) must be made, Landlord shall cause such work to be completed and all such costs and expenses incurred by Landlord in connection with such repairs or replacement of components shall be payable to Landlord by Tenant within ten (10) business days of Landlord’s demand, provided that except to the extent caused by the acts or omissions of Tenant or any Tenant Entity, Tenant shall not be required to pay more than Three Thousand Dollars ($3000.00) per Lease Year for such repair or replacement of components (excluding the costs associated with the maintenance/service contract described in Section 7.4 below). Tenant shall, at its own cost and expense, repair any damage or destruction to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. 7.3 Except as provided in Article 22, 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 repair thereofBuilding or the Premises or to fixtures, appurtenances and equipment in the Building. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code, or any similar or successor Regulations or other laws now or hereinafter in effect. 7.4 Landlord shall, on behalf of Tenant, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor for servicing all heating and air conditioning systems and equipment serving the Premises. All costs and expenses paid by Landlord in connection therewith shall be payable to Landlord by Tenant within ten (10) days of Landlord’s demand.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (601) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into By taking possession of the Premises, reasonable Tenant accepts the Premises with respect to which possession is so taken as being in the condition in which Landlord is obligated to deliver them and otherwise in good order, condition and repair (except for such items, if any, as are described in Landlord's Punch List). Tenant shall, at all times during the term hereof at Tenant's sole cost and expense, keep the Premises and every part thereof in good order, condition and repair, excepting ordinary wear and tear excepted tear, damage thereto by fire, earthquake, Act of God or the elements. Tenant shall upon the expiration or sooner termination of the term hereof, unless Landlord demands otherwise as in Paragraph 8 hereof provided, surrender to Landlord the Premises and all repairs, changes, alterations, additions, and improvements thereto in the same condition as when received, or when first installed, ordinary wear and tear, damage by fire, earthquake, Act of God, or the elements excepted. It is hereby understood and agreed that Landlord will not be required has no obligation to rebuildalter, repair remodel, improve, repair, decorate, or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore paint the Premises or other portion any part thereof except as specified in the Initial Premises Lease Improvement Agreement and the Expansion Space Lease Improvement Agreement, and that no representations respecting the condition of the Project pursuant Premises or the Building have been made by Landlord to this Section 7.3Tenant, in no event except as specifically herein set forth. (2) Tenant shall Landlord be required repair all damage to expend under this Article VII the Building including common areas, restrooms, hallways, elevators, or any amount in excess other area, fixture, or equipment of the proceeds actually received Building caused by Tenant's installation or removal of its property or resulting from any negligent act or conduct of Tenant, its employees, contractors, agents, licensees or invitees. (3) All maintenance or repairs made by Tenant shall be made in accordance with all applicable laws, ordinances and regulations, and all requirements of Landlord's and Tenant's insurance policies and any contractor or person selected by Tenant to make the insurance carried same, and all subcontractors must first be approved in writing by Landlord, or, at Landlord's option, the maintenance or repair shall be made by Landlord pursuant to Section 7.4(a) of this Lease, for Tenant's account and in Tenant shall reimburse Landlord for the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice cost thereof to the non-terminating party within thirty twenty (3020) days after Landlord receives notice from its mortgagee receipt of such electiona statement. Landlord In any event, all repairs shall not be liable for any inconvenience or annoyance to Tenant or injury equal in quality and workmanship to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereoforiginal work.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain, in good order and repair, the structural portions of the roof, foundation and walls of the Building. Landlord shall additionally repair and maintain the parking, driveways, and sidewalk areas which comprise a part of the Building. The cost of Landlord's repair and maintenance obligations under this Section 7.1 will be included as Expenses under Article 4 of this Lease. Landlord agrees that the mechanical, electrical, plumbing, and heating, ventilating, and air conditioning systems serving the Premises shall be in good working condition on the date that Landlord delivers possession of the Premises to Tenant. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them, but rather either party shall except as set forth in the punch list to be entitled delivered pursuant to terminate Section 2. 1. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant or injury to shall at its own cost and expense keep and maintain all parts of the business Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant's business activities or caused by Tenant's default hereunder. 7.3 Except as provided in Article 22 and except to the extent caused by Landlord's gross negligence or willful misconduct, 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 Building or the Premises or to fixtures, appurtenances and equipment in the Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord's expense under any law, statute or ordinance now or hereafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/ service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Should Tenant fail to do so, Landlord may, upon notice to Tenant, enter into such a maintenance/service contract on behalf of Tenant or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord's overhead. 7.5 Landlord shall coordinate any repairs and other maintenance of any railroad tracks serving the Building and, if Tenant uses such rail tracks, Tenant shall reimburse Landlord or the railroad company from time to time upon demand, as additional rent, for its share of the costs of such repair thereofand maintenance and for any other sums specified in any agreement to which Landlord or Tenant is a party respecting such tracks, such costs to be borne proportionately by all tenants in the Building using such rail tracks, based upon the actual number of rail cars shipped and received by such tenant during each calendar year during the Term.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 6.3 within sixty (60) days after any such damage or destruction. If the Term Landlord elects or is obligated to repair or restore any portion of the Lease is in its last year Premises, Landlord shall notify Tenant of the Term when estimated time that repairs and/or restoration of the damage or destruction occurs Premises and Tenant has not exercised its Renewal Option Building are to take and in the event that such repairs and/or restoration are anticipated to take more than two hundred forty (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60240) days after the date of any the casualty, then Tenant may terminate this Lease within fifteen (15) days after such damage or destruction notice by Landlord to Tenant. If Landlord has elected or is obligated to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected does not elect to terminate the Lease)this Lease as provided above, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] yeartwo hundred forty (240) days), subject to the provisions of Section 7.2 6.2 of this Lease. Should the repairs not be completed within that period, both Landlord and then Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected or is obligated to repair and reconstruct the Premises to the extent stated above, the Term will be extended for a time equal to the period from the occurrence of such damage to the completion of such repair and reconstruction. If Landlord elects or is obligated to rebuild the Premises or other portion of the ProjectPremises, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s 's Property or Tenant WorkTenant's leasehold improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect or is obligated to repair and restore the Premises or other portion of the Project pursuant to this Section 7.36.3, in no event shall Landlord be required to expend under this Article VII VI any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a6.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereofthereof except to the extent caused by Landlord's negligence or misconduct.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If maintain and repair the Term public portions of the Lease is in its last year building, both exterior and interior. Tenant shall, throughout the term of this lease, take good care of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, demised premises and the fixtures and appurtenances therein and at Tenant's sole cost and expense, make all nonstructural repairs will be made within a reasonable time thereafter (not thereto as and when needed to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord preserve them in good working order and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premisescondition, reasonable wear and tear excepted tear, obsolescence and Landlord will not be required to rebuilddamage from the elements, repair fire or replace any part of Tenant’s Property or Tenant Workother casualty, excepted. Notwithstanding anything contained in this Lease to the contraryforegoing, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant all damages or injury to the business demised premises or to any other part of the building, or to is fixtures, equipment and appurtenances, whether requiring structural or nonstructural repairs, caused by or resulting from carelessness, omission, neglect or improper conduct of Tenant, Tenant's servants, employees, invitees or licensees, shall be repaired promptly by Tenant at its sole cost and expense, to the satisfaction of Landlord reasonably exercised. Tenant shall also repair all damage to the building a nd the demised premises caused by the moving of Tenant's fixtures, furniture or equipment. All the aforesaid repairs shall be of quality or class equal in the original work or construction. If Tenant fails after ten days notice to proceed with due diligence to make repairs required to be made by Tenant, the same may be made by the Landlord at the expense of Tenant resulting and the expenses thereof incurred by Landlord shall be collectible as additional rent after rendition of a ▇▇▇▇ or statement therefor. If the demised premises be or becomes infested with vermin, Tenant shall at Tenant's expense, cause the same to be exterminated from time to time to the satisfaction of Landlord. Tenant shall give Landlord prompt notice of any defective condition in any way from plumbing, heating system or electrical lines located in, servicing or passing through the demised premises and following such notice, Landlord shall remedy the condition with due diligence but at the expense of Tenant, if repairs are necessitated by damage or destruction injury attributable to Tenant, Tenant's servants, agents, employees, invitees or licensees as aforesaid. Except as specifically provided in Article 9 or elsewhere in the lease, there shall be no allowance to the Tenant for a diminution of rental value and no liability on the part of Landlord by reason of inconvenience, annoyance or injury to business arising from Landlord, Tenant or others making or failing to make any repairs, alterations, additions or improvements in or to any portion of the building or the disregard demised premises or in and to the fixtures, appurtenances or equipment thereof. The provisions of this Article 4 with respect to the repair thereof.making of repairs shall not apply in the case of fire or other casualty which are dealt with in Article 9 hereof. Window Cleaning:

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the structural portions of the roof, foundation and walls of the Building. By taking possession of the Premises in accordance with the terms and provisions of this Lease, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them, but rather either party except as set forth in the punch list to be delivered pursuant to Section 2.1. Notwithstanding anything to the contrary set forth in this Lease, Landlord shall be entitled responsible, at Landlord’s sole cost and expense, for the repair of any latent structural defects discovered by Tenant at any time during the Term, including any extensions thereof. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to terminate Tenant, except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to Tenant perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or injury maintenance is given to Landlord by Tenant. Notwithstanding anything to the business contrary provided above, Landlord shall deliver the Premises with all heating and air conditioning systems serving the Premises (collectively, the “HVAC Systems”) in good working order. In addition, Landlord shall, at its sole cost and expense and without reimbursement from Tenant, be responsible for any repairs and replacements that are outside the scope of the regularly scheduled preventative maintenance/service contract that Tenant is required to maintain under this Lease and that are reasonably necessary to maintain said HVAC Systems in good working order, for a period of eighteen (18) months from the Commencement Date, except to the extent any such repairs or replacements are required as a result of any acts or omissions of Tenant, its agents, employees or contractors. If Tenant has not notified Landlord in writing by the expiration of such eighteen (18)-month period of any alleged repairs or replacements which Tenant claims to be necessary, Landlord shall have no further duty to complete any such alleged repairs and/or replacements pursuant to this paragraph, except as may be otherwise specifically required by this Lease. Landlord’s liability under this paragraph shall be limited to the repair and/or replacement, as the case may be, of defective parts and, in no event, shall Landlord be liable for special or consequential damages. Notwithstanding the foregoing, if Tenant does not (i) enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor reasonably approved by Landlord for servicing all HVAC Systems (such approval not to be unreasonably withheld), and (ii) provide to Landlord written confirmation thereof together with a copy of the signed contract, within thirty (30) days after the date Tenant initially takes occupancy of the Premises, then all of the foregoing obligations of Landlord relative to the HVAC Systems shall be void ab initio and Landlord shall have no duty whatsoever to make any such repairs or replacements. 7.2 Tenant shall at its own cost and expense keep and maintain all parts of the Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters exclusively serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems exclusively serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. 7.3 Except as provided in Article 22, 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 repair thereofBuilding or the Premises or to fixtures, appurtenances and equipment in the Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Should Tenant fail to do so, Landlord may, upon notice to Tenant, enter into such a maintenance/ service contract on behalf of Tenant or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord’s overhead.

Repair. Landlord shall use reasonable efforts to give Tenant ------ written notice of its decisions, estimates or elections under this Section 7.3 6.3 ----------- within sixty forty five (6045) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)Project, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter two hundred ten (not to exceed one [1] year), 210) days subject to the provisions of Section 7.2 6.2 of ----------- this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected to repair and reconstruct the Premises or other portion of the Project to the extent stated above, the Term will be extended for a time equal to the period from the occurrence of such damage to the completion of such repair and reconstruction with Rent during such extended period being the same as the last rent paid by Tenant immediately prior to such extended period. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s 's Property or Tenant WorkTenant's leasehold improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.36.3, in no event shall Landlord ----------- be required to expend under this Article VII any amount in excess of the ----------- proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a6.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience -------------- or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. Landlord 9.1 The Sub-tenant shall use reasonable efforts clean and maintain the Leased Premises in good order and condition and effect, at its expense, all repairs to give Tenant the Leased Premises and to the fixture, equipment and machinery contained therein. With respect to the Sub- landlord’s obligation to repair, the Sub-landlord will transfer all warranties and guarantees it may hold or receive to the extent same may be transferred. Structural repairs and replacements to the Leased Premises which are both of a non-recurring and capital nature, shall be performed by the Sub-landlord. 9.2 If, after a fifteen (15) day notice given by the Sub-landlord to the Sub-tenant putting the latter in default to complete any Sub-tenant’s repairs, the Sub-tenant still shall not have begun and shall not be diligently pursuing such repairs or has not given the Sub-landlord a written notice contesting Sub-landlord’s aforesaid notice, the Sub-landlord shall have the right to complete itself all such repairs at the expense, cost and risk of its decisionsthe Sub-tenant and to collect from the Sub-tenant the amount disbursed therefore by the Sub-landlord plus a sum equivalent to fifteen 9.3 The Sub-tenant shall, estimates at the expiration or elections under earlier termination of the Lease, surrender the Leased Premises in as good condition as reasonable use will permit. Should the Sub-tenant not be required to remove any Sub-tenant’s Work, alterations and/or improvements, the Sub-tenant’s Work, alterations and improvements which cannot be removed without causing damage to the Leased Premises or Building shall, ipso facto, upon the early termination of this Section 7.3 within sixty (60) days after any such damage Lease or destruction. If upon the Term expiry of the Lease is Term for any other reason, be deemed to have become the property of Sub-landlord without any compensation being paid to the Sub-tenant therefor. 9.4 The Sub-tenant may at any time and from time to time at its expense, make such changes, alterations, additions, and improvements, in its last year and to the Leased Premises as will in the judgment of the Term when Sub-tenant better adapt the Leased Premises for the purpose of its business or use, provided, however that (i) Sub- tenant shall make no changes, alterations, additions or improvements to the structure or any perimeter wall; (ii) no such changes, alterations or improvements shall be effected except with the Sub-landlord’s prior written approval of all plans and specifications; (iii) perform in a good and workmanlike manner in compliance with all applicable laws, bylaws, and regulations of the City of Vancouver and/or of the University; and (iv) the Sub-landlord may require that all contractors or subcontractors maintain liability and damage or destruction occurs insurance in an amount of at least five million dollars ($5,000,000.00) with respect to its activities in the Leased Premises and Tenant has not exercised its Renewal Option the Building, and the Sub-tenant will cause any contractor undertaking work on the Leased Premises and/or the Building, prior to undertaking such work, to add the Sub-landlord as an additional insured to such contractor’s general liability policy and shall provide to the Sub-landlord certificate evidencing such insurance and bearing endorsements requiring fifteen (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with 15) days written notice to the other party given within sixty (60) days after the date Sub-landlord of any such damage change or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the noncancellation. 9.5 The Sub-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord landlord shall not be responsible for, liable for to, or contribute to, any inconvenience costs, charges, expenses or annoyance to Tenant outlays of any nature whatsoever arising from or injury relating to the business of Tenant resulting in any way from such damage or destruction Leased Premises or the disregard of use and occupancy thereof, or the repair thereofcontents thereof or the business carried on thereon except as expressly otherwise provided herein.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain all structural portions of the damageBuilding and the Building envelope, but rather either party including the roof, foundation walls, water heaters, skylights, windows, glass, plate glass, and Life Safety Systems, as well as all outdoor areas and specifically any terrace and deck areas. In addition, Landlord shall also maintain the common areas of the Building and the Building systems generally servicing the common areas of the Building (including, without limitation, any heating, ventilating and air conditioning units); provided, however, that the costs and expenses associated with the foregoing shall be entitled to terminate this Lease by delivering written notice thereof a part of Expenses and subject to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee terms and conditions of such electionArticle 4 of this Lease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant shall periodically inspect the Premises to identify any conditions that are in need of maintenance or injury repair. Tenant shall provide Landlord with notice of any such conditions and Landlord shall make any such repairs within a reasonable period of time following the receipt of such notice. All sums paid by Landlord and ail expenses incurred by it in connection with such repairs, which are not expressly obligations of Landlord, as provided herein, shall be payable to Landlord by Tenant within ten (10) business days of Landlord’s demand. Tenant as part of its obligations hereunder shall keep the business Premises in a clean and sanitary condition. Tenant will, use commercially reasonable efforts to keep all such parts of Tenant resulting the Premises in such a manner to minimize deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from Tenant will yield up the Premises to Landlord in good condition and repair, ordinary wear and tear and loss by fire or other casualty excepted (but not excepting any damage to glass). Notwithstanding anything to the contrary contained herein and except to the extent caused by Tenant or any of the Tenant Entities’ acts and/or omissions or as a result of casualty, to the extent Landlord is made aware and Landlord determines in its reasonable discretion that expenditures for the full replacement of any of the heating, ventilating and air conditioning units solely servicing the Premises (as opposed to the replacement of components or repair thereof) must be made, Landlord shall cause such work to be completed at its sole cost and expense, which cost shall not be included in Expenses. However, except to the extent caused by Tenant or any of the Tenant Entities' acts and/or omissions, to the extent Landlord is made aware and Landlord determines in its reasonable discretion that expenditures to repair or replace components of any of the heating, ventilating and air conditioning units solely servicing the Premises (as opposed to the full replacement thereof) must be made, Landlord shall cause such work to be completed and all such costs and expenses incurred by Landlord in connection with such repairs or replacement of components shall be payable to Landlord by Tenant within ten (10) business days of Landlord’s demand, provided that except to the extent caused by the acts or omissions of Tenant or any Tenant Entity, Tenant shall not be required to pay more than Three Thousand Dollars ($3000.00) per Lease Year for such repair or replacement of components (excluding the costs associated with the maintenance/service contract described in Section 7.4 below). Tenant shall, at its own cost and expense, repair any damage or destruction to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. 7.3 Except as provided in Article 22, 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 repair thereofBuilding or the Premises or to fixtures, appurtenances and equipment in the Building. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section1932 and Sections 1941 and 1942 of the California Civil Code, or any similar or successor Regulations or other laws now or hereinafter in effect. 7.4 Landlord shall, on behalf of Tenant, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor for servicing all heating and air conditioning systems and equipment serving the Premises. All costs and expenses paid by Landlord in connection therewith shall be payable to Landlord by Tenant within ten (10) days of Landlord’s demand.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Sections 22 and 23 of this Lease and except that Landlord shall, throughout the Term of the Lease: (i) repair and maintain the structural portions of the roof, foundation and walls of the Building at Landlord’s cost, except to the extent caused by acts and/or omissions of Tenant or any Tenant Entity, and (ii) maintain the common areas of the Project (including, without limitation, the parking areas, sidewalks, other paved areas, and landscaped areas, and all utility lines serving the Building to the point of connection with the Building), all in good order, condition, and repair, at Landlord’s cost, subject to reimbursement under Article 4. In addition, Landlord shall patch and repave the paved areas of the Project, as necessary; Landlord shall keep the paved areas of the Project lit during night-time hours; and Landlord shall keep common areas of the Project clean and neat and in good order, condition and repair (including sweeping and restriping of parking areas, as necessary). By taking possession of the damagePremises, but rather either party shall be entitled Tenant accepts them as being in good order, condition and repair and in the condition in which Landlord is obligated to terminate deliver them, except as set forth in Section 2.1. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant or injury to shall at its own cost and expense keep and maintain all parts of the business Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting (other than those which are to be maintained by Landlord pursuant to Section 7.1) in good condition, reasonable wear and tear, damage by casualty or taking excepted, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, reasonable wear and tear, loss by fire, other casualty and taking excepted (but not excepting any damage or destruction to glass). Subject to Section 12, Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. Notwithstanding anything to the contrary contained herein and except to the extent caused by acts and/or omissions of Tenant or any Tenant Entity (as opposed to the mere use thereof by Tenant in accordance with this Lease) or as a result of casualty, to the extent Landlord is made aware and Landlord determines in its reasonable discretion that work to repair, maintain or replace components of any of the repair heating, ventilating and air conditioning units solely servicing the Premises (as opposed to the full replacement thereof) must be made, Landlord shall cause such work to be completed and all such costs and expenses incurred by Landlord in connection with such repairs, maintenance or replacement of components shall be payable to Landlord by Tenant within thirty (30) days of Landlord’s demand, provided that except to the extent caused by the acts and/or omissions of Tenant or any Tenant Entity (as opposed to the mere use thereof by Tenant in accordance with this Lease), Tenant shall not be required to pay more than Four Thousand Five Hundred Dollars ($4,500,00) per Lease Year (the “HVAC Repair Cap”) for such repair, maintenance or replacement of components (excluding the costs associated with the maintenance/service contract described in Section 7.4 below). Notwithstanding the foregoing and except to the extent caused by the acts or omissions of Tenant or any Tenant Entity (as opposed to the mere use thereof by Tenant in accordance with this Lease), to the extent Landlord is made aware and Landlord determines in its sole discretion that the full replacement (as opposed to repair) of the heating, ventilating and air conditioning unit exclusively servicing the Premises is necessary or otherwise prudent to perform, Landlord shall cause such work to be completed and Tenant shall pay the amortized portion of such expenditure in the manner described for capital expenses as set forth in Section 4.1.2 of this Lease during the Term and any extension thereof, and such amounts shall not be subject to the HVAC Repair Cap. 7.3 Except as provided in Article 22, 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 Building or the Premises or to fixtures, appurtenances and equipment in the Building. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code, or any similar or successor Regulations or other laws now or hereinafter in effect. 7.4 Landlord shall, on behalf of Tenant, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor for servicing all heating and air conditioning systems and equipment serving the Premises. All costs and expenses paid by Landlord in connection therewith shall be payable to Landlord by Tenant within thirty (30) days of Landlord’s demand.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises or the Building, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the structural portions of the Building, including the roof and the building systems including, but not limited to, the basic plumbing, air conditioning, heating and electrical systems installed or furnished by Landlord and all common areas of the Building. Subject to the warranties set forth herein, by taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them subject to the items set forth on the punchlist prepared in accordance with Section 2. 1. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease. 7.2 Tenant shall at its own cost and expense keep and maintain all parts of the Premises and improvements therein in as good condition and repair as of the Commencement Date, plus Tenant shall keep and maintain any items installed by or at the direction of Tenant, in good condition and repair, both subject to ordinary wear and tear and loss by fire or other casualty. In satisfying the above standards, Tenant shall promptly make all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but rather either party not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving only the Premises, windows, glass and plate glass, doors, any special office entries, interior walls and fmish work, floors and floor coverings, heating and air conditioning systems installed by Tenant or serving only the Premises, electrical systems installed by Tenant or to the extent they are exposed within the Premises, sprinkler systems to the extent they are installed by Tenant or exposed within the Premises, plumbing work to the extent it is installed by Tenant or exposed with the Premises and fixtures). Tenant as part of its obligations hereunder shall be entitled keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to terminate ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way Tenant will deliver the Premises to Landlord in as good condition and repair as of the Commencement Date, plus Tenant shall deliver any items installed by delivering written notice thereof or at the direction of Tenant which remain on or in the Premises, in good condition and repair, loss by fire or other casualty excepted and ordinary wear and tear excepted, with respect to both the condition and repair of the Premises and items installed by Tenant. Tenant shall, at its own cost and expense, repair any damage to the non-terminating party within thirty (30) days after Landlord receives notice Premises or the Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its mortgagee agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of such election. Tenant’s business activities or caused by Tenant’s default hereunder. 7.3 Landlord shall not be liable for any inconvenience failure to commence and diligently pursue any repairs or annoyance to Tenant perform any maintenance unless such failure shall persist for thirty (30) after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.4 Except as otherwise set forth in the Lease, 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 business making of Tenant resulting any repairs, alterations or improvements in or to any way from such damage or destruction portion of the Building or the disregard Premises or to fixtures, appurtenances and equipment in the Building unless due to Landlord’s negligence or willful misconduct or Landlord’s breach of the repair thereofLease beyond any applicable cure period. 7.5 In recognition of Tenant’s use, Landlord shall provide Tenant (except in the case of emergency, in which event Landlord shall use reasonable efforts, but shall not be required, to provide Tenant with prior notice) not less than seventy two (72) hours prior written notice of Landlord’s intent to enter the Premises (or perform any work near the Premises, the Equipment or the Conduit which could disrupt Tenant’s services to its clients), provided such entry shall not disrupt Tenant’s service to its clients, to effect planned repairs (including, but not limited to electrical, mechanical or plumbing work). In such circumstances Tenant and Landlord will cooperate to determine an appropriate time. Further, in emergency situations Landlord shall use reasonable care and precaution in order to minimize the disruptions in Tenant’s business.

Repair. Landlord (a) If there shall use reasonable efforts to give Tenant written notice of its decisionsoccur a Casualty, estimates or elections under this Section 7.3 within sixty (60) days after any such damage a Condemnation that does not constitute a Major Casualty or destruction. If the Term of the Lease is in its last year of the Term when the damage a Major Condemnation or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord there shall be a Major Casualty or a Major Condemnation and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Leasenot give a Termination Notice under Section 3.1(c), then, this Lease shall nonetheless continue in full force and effecteffect and Tenant shall, at its expense, promptly rebuild, replace or repair the Premises in conformity with the requirements of Sections 2.5 and 3.4 hereof so as to restore the repairs will be made within a reasonable time thereafter Premises (not to exceed one [1] year)in the case of Condemnation, subject as nearly as practicable) to the provisions of Section 7.2 condition thereof immediately prior to such occurrence, assuming the Premises have been maintained in accordance with the requirements of this LeaseLease (or if the Premises were under construction at such time, to the condition thereof at the time of completion). Should Tenant’s obligation to rebuild shall apply even if the repairs not be completed within that periodcosts of rebuilding exceed the amount of Net Proceeds. Prior to any such rebuilding, both replacement or repair, Landlord and Tenant shall each have agree on the option estimated cost thereof (the “Restoration Cost”). In the event that Landlord and Tenant cannot so agree, Landlord and Tenant shall select a reputable independent architect who is registered or licensed as such in the State of terminating South Carolina, which such architect shall determine the Restoration Cost. (b) If only part of the Premises is taken or condemned for a public or quasi-public use and Tenant either is not permitted or elects not to terminate this Lease pursuant to Section 3.1(c), Tenant shall restore the Building Improvements upon the Premises to a condition and size as nearly comparable as reasonably possible to the condition and size thereof immediately prior to the taking. In the event that the parties are unable to agree upon the extent of such restoration, either party may submit the issue for arbitration pursuant to the rules then obtaining of the American Arbitration Association and the determination or award rendered by written letter the arbitrator(s) shall be final, conclusive and binding upon the parties and not subject to appeal, and judgment thereon may be entered in any court of terminationcompetent jurisdiction. (c) All of the costs of rebuilding shall be paid out of the Net Proceeds and, if the Net Proceeds are not sufficient, from Tenant’s own funds. If Any Net Proceeds remaining after completion of the repairs and rebuilding of the Premises and final payment has been made for such work shall be disbursed to Tenant, except that Landlord shall receive all excess Net Proceeds in connection with a Condemnation and all Loss Value Awards. In the event of any temporary Condemnation, this Lease is terminated as herein permittedshall remain in full force and effect and Tenant shall be entitled to the Net Proceeds, Landlord shall refund if any, allocable to Tenant any prepaid Rent (unaccrued as such temporary condemnation, except that such portion of the date Net Proceeds allocable to the time period after the expiration or termination of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord the Lease Term shall be paid to Landlord. If Landlord elects . (d) Except in the event of a termination of this Lease pursuant to rebuild Section 3.1(c) (and without limitation upon Tenant’s obligation to pay Remaining Rent, if applicable), Tenant’s obligation to pay Rent under the Premises provisions of this Lease shall not be affected, altered or other portion reduced by any Casualty or Condemnation and Tenant’s obligation to continue to pay Base Rent and Additional Rent shall continue notwithstanding any such Condemnation or Casualty. (e) The full amount of the ProjectNet Proceeds shall be paid to and deposited with a depository (the “Depository”) to be selected as hereinafter provided. In addition, Landlord within thirty (30) days following any Casualty, Tenant shall only be obligated to restore pay to the Depository the amount of any deductible or rebuild the Premises or other portion of the Project self-insured retention with respect to approximately the same condition as existed any insurance policies in place at the time Tenant entered into possession of the PremisesCasualty and, reasonable wear if applicable, the Additional Deposit (defined below). The Depository shall be (a) Lender or (b) a bank or trust company selected by Landlord and tear excepted approved by Tenant (so long as an Event of Default does not exist under this Lease and Landlord will is continuing) and by Lender, which approval shall not be required unreasonably withheld or delayed, which has undivided capital and surplus of Two Hundred Million Dollars ($200,000,000) or more. The Depository shall have no affirmative obligation to rebuildprosecute a determination of the amount of, repair or replace to effect the collection of, any part insurance proceeds or condemnation award or awards. Moneys received by the Depository pursuant to the provisions of this Lease shall not be commingled with the Depository’s own funds and shall be held by the Depository in trust, either separately or with other trust funds. The Depository shall place any moneys held by it into an interest bearing account; and the interest paid or received by the Depository on the moneys so held in trust shall be added to the moneys so held in trust. The Depository shall not be liable or accountable for any action taken or suffered by the Depository or for any disbursement of moneys made by the Depository in good faith in reliance on advice of legal counsel. In disbursing moneys pursuant to Section 3.2(f), the Depository may rely conclusively on the information contained in any notice given to the Depository by Tenant in accordance with the provisions of said Section 3.2(f), unless Landlord shall notify the Depository in writing within ten (10) business days after the giving of any such notice that Landlord intends to dispute such information, in which case the disputed amount shall not be disbursed but shall continue to be held by the Depository until such dispute shall have been resolved by agreement of the parties. In the event of any Event of Default by Tenant hereunder after a Casualty or Condemnation and prior to the completion of any rebuilding or restoration, remaining Net Proceeds shall be disbursed to Landlord or Lender (as directed by Landlord) to be applied as determined by Landlord (which release and application shall be without limitation upon Tenant’s restoration and rebuilding obligations). (f) Except as otherwise agreed in writing by Landlord and, if applicable, all Lenders, the Depository shall disburse funds only in accordance with the following conditions: (i) prior to commencement of restoration, the architects, contracts, contractors, plans and specifications for the restoration shall have been approved by Landlord within ten (10) days of Landlord’s receipt of Tenant’s Property request for such approval, which such approval shall not be unreasonably withheld, conditioned or delayed; (ii) at the time of any disbursement, no Event of Default shall exist and be continuing and no mechanics’ or materialmen’s liens shall have been filed against any of the Premises and remain undischarged (either by filing the required bonds or satisfying the liens in full); (iii) disbursements shall be made from time to time in an amount not exceeding the cost of the work completed since the last disbursement, upon receipt of: (A) satisfactory evidence, including architects’ certificates, of the stage of completion, the estimated total cost of completion and performance of the work to date in a good and workmanlike manner in accordance with the contracts, plans and specifications; (B) discharges of liens; (C) a satisfactory bringdown of title insurance and (D) other evidence of cost and payment reasonably requested by Landlord so that Landlord can verify that the amounts disbursed from time to time are represented by work that is completed, in place and free and clear of mechanics’ and materialmen’s lien claims; (iv) each request for disbursement shall be accompanied by a certificate of Tenant, signed by the president, vice president or other authorized signatory of Tenant, describing the work for which payment is requested, stating the cost incurred in connection therewith, stating that Tenant Workhas not previously received payment for such work and, upon completion of the work, also stating that the work has been fully completed and complies with the applicable requirements of this Lease; (v) Sufficient Net Proceeds remain to complete the restoration of replacement as determined by Landlord, and, if sufficient funds do not remain, Tenant shall have posted the necessary Additional Deposit (as hereinafter defined) in accordance with paragraph (g) below. (vi) Landlord may retain all retainage amounts under construction contracts until the restoration is substantially completed; (vii) each request by Tenant for a disbursement from Depository shall be made on not less than fifteen (15) Business Days’ prior notice to Depository and Landlord and shall be accompanied by the certificate referenced in (iv) above, including documentation reasonably evidencing satisfaction of (i) and (iii) above. Notwithstanding anything contained in this Lease Section 3.2(f) to the contrary, if Landlord shall elect in good faith desire to repair dispute the information contained in any request by Tenant for a disbursement, Landlord shall so notify Tenant and restore the Depository in writing within ten (10) Business Days after Landlord has received such notice, specifying the amount intended to be disputed and the nature of the dispute. After such ten (10) Business Day period has elapsed, if Landlord has not disputed the information contained in Tenant’s notice, the Depository shall promptly disburse to Tenant out of the Net Proceeds the amount of such requested costs and expenses. If Landlord disputes the information contained in Tenant’s notice, such dispute shall be promptly resolved by agreement of the parties and any undisputed amount shall be released to Tenant. (g) Prior to commencement of restoration and at any time during restoration prior to any additional disbursement, if the estimated cost of restoring the Premises or other portion (taking into account the Restoration Cost and any changes to the nature and scope of construction costs agreed upon between Landlord and Tenant subsequent to the determination of the Project pursuant Restoration Cost) exceeds the amount of the Net Proceeds available for such restoration, the amount of such excess shall, upon demand by Landlord, be paid by Tenant to the Depository. Any sum so added by Tenant which remains in the Restoration Fund upon completion of restoration shall be refunded to Tenant. (h) Notwithstanding any other provision of this Section 7.33.2, in if (i) the Restoration Cost is less than Five Hundred Thousand Dollars ($500,000.00) with respect to any one casualty or partial condemnation and (ii) no event shall Landlord be required to expend under this Article VII any amount in excess Event of Default has occurred and is continuing, then Tenant may apply for and receive the proceeds actually received Net Proceeds directly from the insurance carried by insurer or payor thereof (and Landlord pursuant shall advise such insurer or payor to Section 7.4(a) of this Leasepay over such proceeds directly to Tenant), provided that Tenant shall promptly and diligently commence and complete such Work in the event the holder of a good and workmanlike manner and shall promptly pay any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied Loss Value Award to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached t this Lease. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them. Tenant acknowledges that it is taking the Premises "AS IS." It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, but rather either party shall be entitled to terminate except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. See Rider 7.2 Except for Landlord's obligations under Section 7.1, Tenant shall at its own cost and expense keep and maintain all parts of the Premises in good condition, promptly making all necessary repairs and replacements, whether structural or injury non-structural, ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, parking lots, driveways. landscaping, rail tracks serving the Premises, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition, Tenant will, as far as possible keep all such parts of the Premises from deterioration due to the business ordinary wear and from falling temporarily out of Tenant resulting repair, and upon termination of this Lease in any way Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage to glass). 7.3 Except as provided in Article 21, 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 such damage the making of any repairs, alterations or destruction improvements in or to any portion of the Building or the disregard Premises or to fixtures, appurtenances and equipment in the Building. However, Landlord shall use reasonable efforts to minimize interruption of Tenant's business during any such activities. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord and Tenant for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the repair thereofdate Tenant takes possession of the Premises. Landlord may, upon notice to Tenant, enter into such a maintenance/service contract on behalf of Tenant, or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord's overhead.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the damagestructural portions of the Building, but rather either party including the basic plumbing, air conditioning, heating and electrical systems installed or furnished by Landlord. However, notwithstanding the foregoing, Landlord agrees that the base Building, electrical, heating, ventilation and air conditioning and plumbing systems located in the Premises shall be entitled in good working order as of the date Landlord delivers possession of the Premises to terminate this Lease by delivering written notice thereof Tenant. Except to the non-terminating party extent caused by the acts or omissions of Tenant or any Tenant Entities or by any alterations or improvements performed by or on behalf of Tenant, if such systems are not in good working order as of the date possession of the Premises is delivered to Tenant and Tenant provides Landlord with notice of the same within thirty (30) days after following the date Landlord receives notice from its mortgagee delivers possession of such electionthe Premises to Tenant, Landlord shall be responsible for repairing or restoring the same. Subject to the foregoing, by taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the condition in which Landlord is obligated to deliver them, except as set forth in the punch list to be delivered pursuant to Section 2.1. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease. 7.2 Tenant shall, at all times during the Term, keep the Premises in good condition and repair excepting damage by fire, or other casualty, and in compliance with all applicable governmental laws, ordinances and regulations, promptly complying with all governmental orders and directives for the correction, prevention and abatement of any violations or nuisances in or upon, or connected with, the Premises, all at Tenant’s sole expense. 7.3 Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to Tenant perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.4 Except as provided in Article 22, 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 business making of Tenant resulting any repairs, alterations or improvements in or to any way from such damage or destruction portion of the Building or the disregard Premises or to fixtures, appurtenances and equipment in the Building. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the repair thereofCalifornia Civil Code, or any similar or successor Regulations or other laws now or hereinafter in effect.

Repair. 7.1 Landlord shall use reasonable efforts have no obligation to give alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the structural portions of the Building, including the roof, basic plumbing, air conditioning, heating and electrical systems installed or furnished by Landlord. By taking possession of the Premises, subject to the terms of Exhibit B attached hereto with respect to the Tenant written Improvements, Tenant accepts them as being in good order, condition and repair and in the condition in which Landlord is obligated to deliver them, except as set forth in the punch list to be delivered pursuant to Section 2.1. However, notwithstanding the foregoing, Landlord agrees that the base Building electrical, heating, ventilation and air conditioning and plumbing systems located in the Premises shall be in good working order as of the date Landlord delivers possession of the Premises to Tenant. Except to the extent caused by the acts or omissions of Tenant or any Tenant Entities or by any alterations or improvements performed by or on behalf of Tenant, if such systems are not in good working order as of the date possession of the Premises is delivered to Tenant and Tenant provides Landlord with notice of its decisions, estimates or elections under this Section 7.3 the same within sixty (60) days after any such damage or destruction. If following the Term date Landlord delivers possession of the Lease Premises to Tenant, Landlord shall be responsible for repairing or restoring the same. It is in its last year hereby understood and agreed that no representations respecting the condition of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant Building have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be been made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant, except as specifically set forth in this Lease. 7.2 Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild shall, at all times during the Term, keep the Premises in good condition and repair excepting damage by fire, or other portion casualty, and in compliance with all applicable governmental laws, ordinances and regulations, promptly complying with all governmental orders and directives for the correction, prevention and abatement of the Projectany violations or nuisances in or upon, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of connected with, the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of all at Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. sole expense. 7.3 Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to Tenant perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.4 Except as provided in Article 22, 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 business making of Tenant resulting any repairs, alterations or improvements in or to any way from such damage or destruction portion of the Building or the disregard of Premises or to fixtures, appurtenances and equipment in the repair thereofBuilding. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect.

Repair. 7.1 Landlord shall use reasonable efforts have no obligation to give Tenant written notice of its decisionsalter, estimates remodel, improve, repair, decorate or elections under paint the Premises, except as specified in Exhibit B if attached to this Section 7.3 within sixty (60) days after any such damage or destruction. If Lease and except that Landlord shall repair and maintain the Term structural portions of the Lease is in its last year roof, foundation and walls of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this LeaseBuilding. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into By taking possession of the Premises, reasonable Tenant accepts them as being in good order, condition and repair and in the condition in which Landlord is obligated to deliver them. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease. 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 written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant shall at its own cost and expense keep and maintain all parts of the Premises and improvements as are within the exclusive control of Tenant in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, skylights, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises (except as provided in Section 7.4(b) below), electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and tear from falling temporarily out of repair, and upon termination of this Lease in any way Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage to glass). Tenant shall, at its own cost and Landlord will not be required to rebuildexpense, repair any damage to the Premises or replace the Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any part other person entering upon the Premises as a result of Tenant’s Property business activities or Tenant Work. Notwithstanding anything contained caused by Tenant’s default hereunder. 7.3 Except as provided in this Lease Article 22, 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 contrarymaking of any repairs, if Landlord shall elect alterations or improvements in or to repair and restore any portion of the Building or the Premises or other portion to fixtures, appurtenances and equipment in the Building, provided that Landlord shall comply with all terms of Section 17.1 of this Lease when entering the Premises to make any repairs, replacements or improvements to the Premises or Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect. (a) Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and [*] a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess date Tenant takes possession of the proceeds actually received from Premises. Should Tenant fail to do so, Landlord may, upon notice to Tenant, enter into such a maintenance/ service contract on behalf of Tenant or perform the insurance carried work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord’s overhead. (b) Landlord shall make all repairs and replacements, not otherwise covered by Landlord pursuant Tenant’s maintenance/service contract, to those HVAC units serving the Premises which are listed on Exhibit E attached hereto and any replacements of such HVAC units listed in Exhibit E attached hereto, at Landlord’s sole cost and expense when in the opinion of Landlord’s independent licensed HVAC contractor, reasonably exercised, such repair or replacement is necessary, so long as Tenant has continuously complied with Section 7.4(a) of this Lease, and in further, that the event need for such repair or replacement does not arise from Tenant’s negligence, abuse or misuse. Tenant shall be solely responsible for the holder repair and replacement of any mortgage whose lien encumbers HVAC units serving the Project causes the insurance proceeds to be applied to Landlord’s indebtednessPremises which are not (i) listed on Exhibit E attached hereto, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty or (30ii) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard replacements of the repair thereofHVAC units listed on Exhibit E attached hereto.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs Borrower Mortgagor properly and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected timely elects to repair and restore the Premises Property, or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected right to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not elect belongs to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project Lender pursuant to this Section 7.3and Lender elects to have Borrower Mortgagor repair the Property, Borrower Mortgagor shall cause the Improvements to be repaired as nearly as possible to their value, condition and character immediately prior to such damage, destruction or condemnation. Such repair shall be effected promptly. If this is a construction loan and the damage or condemnation occurs during any construction terms of the Loan, Borrower Mortgagor shall notify Lender if it appears that such repair may delay completion of construction beyond the completion date specified in no event the Loan Documents. Neither damage to or destruction of the improvements nor condemnation shall Landlord excuse a failure to complete the improvements on or before any required completion date unless a delay in completion shall specifically be required approved at the time in writing by Lender, which approval shall not be unreasonably withheld. Any repair shall be done under the supervision of an architect acceptable to expend ▇▇▇▇▇▇ and pursuant to specifications approved by Lender. The proceeds shall be held by Lender for such purposes and shall from time to time be disbursed to defray the cost of such repair under such safeguards and controls as Lender reasonably requires to assure completion in accordance with the approved plans and specifications and free of liens or claims. Upon written demand, Borrower Mortgagor shall deposit with Lender any sums necessary to make up any deficiency between the actual cost of the work and the amount of the proceeds and shall provide such lien waivers and completion bonds as Lender reasonably requires. If the proceeds are to be used pursuant to this Article VII Section to repair the Property, Lender may, upon five days’ prior written notice to Borrower, do all acts which Borrower Mortgagor fails or refuses to do and which ▇▇▇▇▇▇ determines in its reasonable discretion are necessary to accomplish that purpose, including using funds deposited by Borrower Mortgagor with Lender for any amount in purpose and advancing additional funds. All such additional funds shall constitute Obligations. If the Property is to be repaired, Lender shall return to Borrower Mortgagor any excess of the proceeds actually received from above the insurance carried by Landlord pursuant amount necessary to Section 7.4(a) complete such repairs provided that no Event of this Lease, and in Default exists or would occur upon the event the holder giving of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard passage of the repair thereoftime or both.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore ------ the Leased Premises to the extent stated in Section 22.1 of this Lease then the ------------ repair and restoration shall be done under the Landlord's control, provided that any repair or other portion restoration of the Project (Leased Premises shall be such that the Leased Premises are rebuilt in its like condition, size and if structure as before the damage or destruction has occurred in the last year of the Term repair and neither Landlord or Tenant have elected to terminate the Lease)restoration. In such event, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] yearsix (6) months from the date of receipt of insurance proceeds by the Landlord), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that such period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of terminationwill terminate. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect has elected to repair and restore reconstruct the Leased Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee extent stated above, the Term will be extended for a time equal to the period of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereofand reconstruction.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [(1] ) year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected to repair and reconstruct the Premises or other portion of the Project to the extent stated above, the Term will be extended for a time equal to the period from the occurrence of such damage to the completion of such repair and reconstruction. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore restore, or rebuild the Premises or other portion of the Project to approximately substantially the same condition as existed at the time Tenant entered into possession of the PremisesPremises (except for any work paid for by Tenant), reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant WorkTenant’s leasehold improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the structural portions of the roof, walls and foundation of the Building. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, but rather either party shall be entitled to terminate except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant or injury to shall at its own cost and expense keep and maintain all parts of the business Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, invites, or any other person entering upon the Premises as a result of Tenant's business activities or caused by Tenant's default hereunder. 7.3 Except as provided in Article 22, 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 Building or the Premises or to fixtures, appurtenances and equipment in the Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord's expense under any law, statute or ordinance now or hereafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Landlord may, upon notice to Tenant enter into such a maintenance/ service contract on behalf of Tenant or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord's overhead. 7.5 Landlord shall coordinate any repairs and other maintenance of any railroad tracks serving the Building and, if Tenant uses such rail tracks, Tenant shall reimburse Landlord or the railroad company form time to time upon demand, as additional rent, for its share of the cost of such repair thereofand maintenance and for any other sums specified in any agreement to which Landlord or Tenant is partly respecting such tracks, such costs to be borne proportionately by all tenants in DES/BB Initial the Building using such rail tracks, based upon the actual number of rail cars shipped and received by such tenant during each calendar year during the Term.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the common areas of the Building and all Building systems not within the Premises and the structural portions of the roof, foundation and walls of the Building. Landlord shall keep all such areas in compliance with applicable law to the extent necessary so that any violation of law shall not affect Tenant’s right or ability to operate from the Premises. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them, but rather either party shall except as set forth in the punch list to be entitled delivered pursuant to terminate Section 2. 1. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant or injury to shall at its own cost and expense keep and maintain all parts of the business non-structural portions of the Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, ordinary wear and tear and loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. 7.3 Except as provided in Article 22 and except to the extent caused by Landlord’s gross negligence, intentional misconduct or breach of this Lease, 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 Building or the Premises or to fixtures, appurtenances and equipment in the Building. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Code of Civil Procedure, or any similar or successor Regulations or other laws now or hereinafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Should Tenant fail to do so, Landlord may, upon notice to Tenant, enter into such a maintenance/ service contract on behalf of Tenant or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord’s overhead. 7.5 Landlord shall coordinate any repairs and other maintenance of any railroad tracks serving the Building and, if Tenant uses such rail tracks, Tenant shall reimburse Landlord or the railroad company from time to time upon demand, as additional rent, for its share of the costs of such repair thereofand maintenance and for any other sums specified in any agreement to which Landlord or Tenant is a party respecting such tracks, such costs to be borne proportionately by all tenants in the Building using such rail tracks, based upon the actual number of rail cars shipped and received by such tenant during each calendar year during the Term.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease)Premises, this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [(1] ) year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of terminationtermination delivered within thirty (30) days of the expiration of such repair period. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord has elected to repair and reconstruct the Premises to the extent stated above, the Initial Term will be extended for a time equal to the period from the occurrence of such damage to the completion of such repair and reconstruction. If Landlord elects to rebuild the Premises or other portion of the ProjectPremises, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s 's Property or Tenant WorkTenant's leasehold improvements. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereof.

Repair. Landlord shall use reasonable efforts At its own expense, to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term properly carry out all repairs and maintenance of the Lease is in its last year Leased Premises and of the Term when the damage all machinery and equipment situate therein or destruction occurs thereon (both inside and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached heretooutside and including any stairs or platforms leading thereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore maintain the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Leased Premises, only excepting reasonable wear and tear excepted (not inconsistent with the maintenance of similar industrial premises having regard for the then age of the said building). If the Tenant, after written notice and failure to cure within the times periods set forth herein, refuses or neglects to carry out any maintenance and repairs properly as required pursuant to this Lease, and to the reasonable satisfaction of the Landlord, the Landlord will may, but shall not be required obliged to, perform such maintenance and repairs without being liable for loss or damage that may result to rebuild, repair or replace any part of the Tenant’s Property merchandise, fixtures or Tenant Work. Notwithstanding anything contained in this Lease other property or to the contraryTenant’s business by reason thereof, if and upon completion thereof, the Tenant shall pay to the Landlord shall elect on demand, both the landlord’s costs relating to repair any such maintenance, repairs and restore replacements plus a sum equal to Fifteen percent (15%) thereof representing the Premises or other portion landlord’s overhead. The Tenant agrees that the making of any maintenance and repairs by the Project landlord pursuant to this Section 7.3is not a re-entry or a breach of any covenant for quiet enjoyment contained in the lease. If the replacement of any nonstructural item is required, in no event shall Landlord be required the landlord will pay for said replacement and ▇▇▇▇ back to expend under this Article VII any amount in excess the Tenant the Tenant’s share as part of the proceeds actually received from Additional Rent. The Tenant’s share will be calculated as follows; the insurance carried economic life of the capital item being replaced shall be determined in accordance with recognized industry standards and shall be divided by Landlord pursuant the full term of the lease and renewals if applicable, to Section 7.4(a) derive a percentage, which shall represent the Tenant’s reasonable use of this Leasesaid capital item. The Tenant shall be responsible for paying the Tenant’s share in equal monthly installments amortized over the remaining term of the lease. For example, and if a capital item with a 15 year economic life requires replacement at any time during the first 3 year term of the lease the Tenant’s share shall be 20% (ie ... 3/15). If a capital item with a 15 year economic life requires replacement at any in the event fourth year, (second term, first year), the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to LandlordTenant’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party share shall be entitled to terminate this Lease 40% (ie ... 6/15). The Tenant shall re-key the leased Premises at its own expense and provide Landlord with a master key. The Tenant may re-use the proprietary security system that was left in place by delivering written notice thereof a previous Tenant, at the Tenant’s election. The Landlord makes no representations as to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee utility or state of such election. Landlord shall not be liable repair for any inconvenience or annoyance to Tenant or injury to either the business of Tenant resulting in any way from such damage or destruction existing keyed door systems and or the disregard existing security system. The Tenant may remove the existing keyed door system and or the existing security system without the requirement to replace the same at the expiry or other termination of the repair thereofLease.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Section 7.2 and Exhibit C attached to this Lease. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof subject to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee warranties expressly set forth in Exhibit C annexed hereto. It is hereby understood and agreed that no representations respecting the condition of such electionthe Premises or the Building have been made by Landlord to Tenant, except as specifically set forth in this Lease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Landlord shall at its own cost and expense keep the roof, exterior walls, structural columns and foundation of the Building (collectively, the "Landlord Repair Items") in good condition, promptly making all necessary repairs and replacements, with materials and workmanship of the same character, kind and quality as the original, except that Tenant shall be responsible for such repairs or replacements to the extent the same are required due to the acts or the negligent or wrongful omissions of Tenant or injury its agents, employees or contractors. ~ addition to the business foregoing Landlord shall be responsible for the replacement of the parking lot only to the extent that a complete resurfacing is necessary (as determined in Landlord's reasonable discretion). 7.3 Tenant resulting shall at its own cost and expense keep and maintain all parts of the Premises (excluding the Landlord Repair Items other than those for which Tenant is responsible pursuant to Section 7.2) in good condition, promptly making all necessary repairs and replacements, whether structural or non-structural, ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass. doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, parking lots (excluding the complete resurfacing as set forth in Section 7.2), driveways, landscaping, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Upon termination of this Lease in any way from such damage Tenant will yield up the Premises to Landlord in at least as good condition as the Premises were in at the Commencement Date, subject to ordinary wear and tear, loss by fire or destruction other casualty or the disregard of the repair thereofcondemnation excepted.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair and maintain the structural portions of the roof, foundation and walls of the Building. By taking possession of the Premises, Tenant accepts them as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, but rather either party shall be entitled to terminate except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Tenant or injury to shall at its own cost and expense keep and maintain all parts of the business Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting in good condition, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from falling temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, contractors, invitees, or any other person entering upon the Premises as a result of Tenant’s business activities or caused by Tenant’s default hereunder. 7.3 Except as provided in Article 22, 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 Building or the Premises or to fixtures, appurtenances and equipment in the Building. Notwithstanding the foregoing, except in emergency situations as determined by Landlord, Landlord shall exercise reasonable efforts to perform any such repairs, alterations or improvements in a manner that is reasonably designed to minimize interference with the operation of Tenant’s business in the Premises. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Should Tenant fail to do so, Landlord may, upon notice to Tenant, enter into such a maintenance/ service contract on behalf of Tenant or perform the work and in either case, charge Tenant the cost thereof along with a reasonable amount for Landlord’s overhead. Notwithstanding anything to the contrary set forth in the Lease, so long as Tenant strictly complies with the requirements of this Section 7.4, and except to the extent caused by Tenant or any Tenant Entities acts and/or omissions or as a result of casualty, during the initial Term, to the extent Landlord is made aware and Landlord determines in its reasonable discretion that expenditures for repair or replacement of any heating, ventilating and air conditioning unit solely servicing the Premises and existing in the Premises as of the date of this Lease (collectively, the “HVAC Unit”) must be made, Landlord shall cause such work to be completed and Tenant’s obligation with respect to the costs and expenses associated with any such repair or replacement of the HVAC Unit shall not exceed Two Thousand Five Hundred Dollars ($2,500.00) during each full lease year of the initial Term (the “HVAC Cap”). Prior to performing any such repair or maintenance to the HVAC Units, Tenant shall notify Landlord in writing (Tenant’s “HVAC Repair Notice”) of the necessity of such repairs or maintenance and Tenant’s estimated cost thereof. Landlord, at its sole option, may investigate the type and necessity of any such contemplated repair or maintenance item, and procure a cost estimate of repairs or maintenance necessary to enable the HVAC Units to operate in a good, safe and satisfactory condition. Landlord may elect to perform any such repair or maintenance of the HVAC Units by providing written notice of such election within five (5) days of receiving notice from Tenant’s HVAC Repair Notice. In the event Landlord elects to perform or have its contractors perform any such repair or maintenance of the HVAC Units, Tenant shall reimburse Landlord its costs and expenses incurred in performing such repair and maintenance of the HVAC Units up to an amount equal to the HVAC Cap. The HVAC Cap shall not apply to the cost of Tenant’s maintenance/service contract or to any repair and maintenance obligations which are covered by Tenant’s preventative maintenance/service contract or would have been covered if Tenant had procured and maintained a preventative maintenance/service contract as required by this Section 7.4 or to any repair required as a result of the acts or omissions of Tenant or any Tenant Entities. The foregoing shall in no event modify or otherwise alter Tenant’s responsibility to pay Tenant’s Proportionate Share of Expenses, Taxes and Insurance Costs, including, without limitation, its share of the costs and expenses associated with repair and maintenance of any heating, ventilation and air conditioning systems which serve the Building in general (as opposed to the HVAC Unit) and which are included in Expenses. The HVAC Unit shall exclude any supplemental heating, ventilating and air conditioning unit installed by or for the benefit of Tenant. 7.5 Landlord shall coordinate any repairs and other maintenance of any railroad tracks serving the Building and, if Tenant uses such rail tracks, Tenant shall reimburse Landlord or the railroad company from time to time upon demand, as additional rent, for its share of the costs of such repair and maintenance and for any other sums specified in any agreement to which Landlord or Tenant is a party respecting such tracks, such costs to be borne proportionately by all tenants in the Building using such rail tracks, based upon the actual number of rail cars shipped and received by such tenant during each calendar year during the Term.

Repair. Landlord Any work or rework on Products which fall outside the Warranty set forth above, including repairs and remanufacture or service rental return, shall use reasonable efforts be performed in accordance with this subsection (c). During the Term, Compex shall provide remanufacturing services for Bio1000 devices, but not any accessories or peripherals, that are delivered to give Tenant written notice its manufacturing plant in New Brighton, Minnesota. Such remanufacturing services shall consist of: • An electronic test of the Product; • A visual inspection of the Product; • A cleaning of the product and , if provided, its decisionscarrying case; • Labeling the Product and, estimates or elections under if provided, its carrying case with a new serial number; • Recordation of the serial number in Compex’s electronic database. Such remanufactured product shall be specifically labeled as remanufactured and shall be re-delivered to Bionicare for the charges set forth in the attached Exhibit B. Compex shall ship remanufactured Product that it has received and for which it has performed remanufacturing services in accordance with this subsection (c) to Bionicare FOB Compex’s manufacturing plan, with invoice at time of shipment for the remanufacturing costs in accordance with Exhibit B. Compex may, at its election, include in Product originally shipped to Bionicare a prepaid return mailer for Product returned for remanufacture, and to the extent a customer has used such prepaid mailer, Compex shall include the cost of postage for such prepaid mailer in the invoice to Bionicare and Bionicare shall reimburse Compex for such postage. Bionicare shall pay for such remanufactured Product in accordance with Section 6. Compex warrants remanufactured Product to the same extent as original Product as set forth in subsections (a) and subject to the limitations contained in subsection (b) of this Section 7.3 within sixty 8 but only until the expiration of three years from the initial shipment of such Product to Bionicare as a new product (60) and not the shipment as remanufactured), or until 90 days after any such damage or destruction. If the Term shipment as remanufactured product , which ever is greater, and not for a period of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days three years after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then Landlord shall have no obligation to restore and repair the damage, but rather either party shall be entitled to terminate this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee shipment of such election. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or destruction or the disregard of the repair thereofremanufactured Products.

Repair. Landlord shall use reasonable efforts to give Tenant written notice of its decisions, estimates or elections under this Section 7.3 within sixty (60) days after any such damage or destruction. If the Term of the Lease is in its last year of the Term when the damage or destruction occurs and Tenant has not exercised its Renewal Option (as defined in Exhibit C attached hereto), both the Landlord and Tenant shall have the option to terminate this Lease with written notice to the other party given within sixty (60) days after the date of any such damage or destruction If Landlord has elected to repair and restore the Premises or other portion of the Project (and if the damage or destruction has occurred in the last year of the Term and neither Landlord or Tenant have elected to terminate the Lease), this Lease shall continue in full force and effect, and the repairs will be made within a reasonable time thereafter (not to exceed one [1] year), subject to the provisions of Section 7.2 of this Lease. Should the repairs not be completed within that period, both Landlord and Tenant shall each have the option of terminating this Lease by written letter of termination. If this Lease is terminated as herein permitted, Landlord shall refund to Tenant any prepaid Rent (unaccrued as of the date of damage or destruction) and any other sums due and owing by Landlord to Tenant (less any sums then due and owing Landlord by Tenant) and any remaining sums due and owing by Tenant to Landlord shall be paid to Landlord. If Landlord elects to rebuild the Premises or other portion of the Project, Landlord shall only be obligated to restore or rebuild the Premises or other portion of the Project to approximately the same condition as existed at the time Tenant entered into possession of the Premises, reasonable wear and tear excepted and Landlord will not be required to rebuild, repair or replace any part of Tenant’s Property or Tenant Work. Notwithstanding anything contained in this Lease to the contrary, if Landlord shall elect to repair and restore the Premises or other portion of the Project pursuant to this Section 7.3, in no event shall Landlord be required to expend under this Article VII any amount in excess of the proceeds actually received from the insurance carried by Landlord pursuant to Section 7.4(a) of this Lease, and in the event the holder of any mortgage whose lien encumbers the Project causes the insurance proceeds to be applied to Landlord’s indebtedness, then 7.1 Landlord shall have no obligation to restore alter, remodel, improve, repair, decorate or paint the Premises, except as specified in Exhibit B if attached to this Lease and except that Landlord shall repair, replace and maintain the roof, foundation and the structural soundness of the exterior walls of the Building. Landlord shall also maintain and replace the landscaping surrounding the exterior of the Building and within the Land to a condition no less than that existing as of the Commencement Date. By taking possession of the Premises, Tenant accepts them (except for those items Landlord shall be obligated to repair, replace and maintain pursuant to the preceding sentence) as being in good order, condition and repair and in the damagecondition in which Landlord is obligated to deliver them. It is hereby understood and agreed that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant, but rather either party shall be entitled to terminate except as specifically set forth in this Lease by delivering written notice thereof to the non-terminating party within thirty (30) days after Landlord receives notice from its mortgagee of such electionLease. Landlord shall not be liable for any inconvenience failure to make any repairs or annoyance to perform any maintenance unless such failure shall persist for a period of time in excess of thirty (30) days (or such longer period of time as may be reasonably required by virtue of the nature of the matter to be cured, provided Landlord commences such cure within said thirty (30) day period and diligently pursues same to completion) after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. 7.2 Except as provided in Section 7.1 hereof, Tenant or injury to shall at its own cost and expense keep and maintain all parts of the business non-structural elements of the Premises and such portion of the Building and improvements as are within the exclusive control of Tenant resulting in good condition, inclusive of Tenant's Proportionate Share of the parking lot within the Land, promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials and workmanship of the same character, kind and quality as the original (including, but not limited to, repair and replacement of all fixtures installed by Tenant, water heaters exclusively serving the Premises, windows, glass and plate glass, doors, exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings, heating and air conditioning systems exclusively serving the Premises, electrical systems and fixtures, sprinkler systems, dock boards, truck doors, dock bumpers, plumbing work and fixtures, and performance of regular removal of trash and debris). Tenant as part of its obligations hereunder shall keep the Premises in a clean and sanitary condition. Tenant will, as far as possible keep all such parts of the Premises from deterioration due to ordinary wear and from failing temporarily out of repair, and upon termination of this Lease in any way from such Tenant will yield up the Premises to Landlord in good condition and repair, reasonable wear and tear, and loss by fire or other casualty excepted (but not excepting any damage or destruction to glass). Tenant shall, at its own cost and expense, repair any damage to the Premises or the disregard Building resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, employees, invitees, or any other person entering upon the Premises as a result of Tenant's business activities or caused by Tenant's default hereunder. 7.3 Except as provided in Article 22 hereof, 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 repair thereofBuilding or the Premises or to fixtures, appurtenances and equipment in the Building. Except to the extent, if any, prohibited by law, Tenant waives the right to make repairs at Landlord's expense under any law, statute or ordinance now or hereafter in effect. 7.4 Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all heating and air conditioning systems and equipment exclusively serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises. Landlord may, upon notice to Tenant, enter into such a maintenance/service contract on behalf of Tenant or perform the work and in either case, charge Tenant the reasonable cost thereof along with a reasonable amount for Landlord's overhead.