Common use of REPAIRS; MAINTENANCE Clause in Contracts

REPAIRS; MAINTENANCE. Subtenant shall, at Subtenant’s sole expense, promptly make all repairs to the Subleased Premises not required to be made by Master Landlord pursuant to the Master Lease and shall keep the Subleased Premises, including without limitation all improvements, fixtures and furnishings therein, in the condition required by the Master Lease. Subtenant shall also pay for any repairs to the Building or Project required by Master Landlord and made necessary by any act, neglect, misuse or omission of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents or other persons permitted in the Subleased Premises or on any other portion of the Building or Project by Subtenant, or any of them. Subtenant shall maintain the Subleased Premises, and will leave the Subleased Premises upon the expiration or earlier termination of this Sublease, in the condition required by the Master Lease. If Subtenant fails to maintain the Subleased Premises as required herein, Sublandlord shall give Subtenant notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Subtenant fails to promptly commence such work and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent within ten (10) days after Sublandlord delivers to Subtenant invoices or cancelled checks evidencing such payment obligations, together with an administrative charge in an amount equal to 5% of the cost of such repairs (without additional markup by Sublandlord). Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for the performance of all repairs expressly required to be performed by Master Landlord pursuant to the terms and conditions of the Master Lease (“Landlord’s Repair Obligations”). Subtenant shall notify both Master Landlord and Sublandlord in the event that Master Landlord shall fail to perform Landlord’s Repair Obligations. Upon such notification and in addition to such other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or (ii) permit Subtenant, with Sublandlord’s reasonable cooperation, to enforce Master Landlord’s repair obligations under the Master Lease.

REPAIRS; MAINTENANCE. Subtenant shallTenant shall maintain the Premises in a clean, safe, and operable condition, and shall not permit or allow to remain any waste or damage to any portion of the Premises. Additionally, Tenant, at Subtenant’s its sole expense, promptly make shall repair, replace and maintain in good condition and in accordance with all repairs Laws and the equipment manufacturer’s suggested service programs (to the Subleased Premises not required to be made by Master Landlord pursuant to extent Tenant has been advised of such service programs), all portions of the Master Lease and shall keep the Subleased Premises, including without limitation Tenant’s Off-Premises Equipment and all improvementsareas, fixtures improvements and furnishings thereinBuilding’s Systems exclusively serving the Premises. Tenant shall repair or replace, in the condition required by the Master Lease. Subtenant shall also pay for subject to Landlord’s direction and supervision, any repairs damage to the Building caused by a Tenant Party. If Tenant fails to make such repairs or Project required by Master replacements within 30 days after the occurrence of such damage, then Landlord and made necessary by may make the same at Tenant’s cost. If any act, neglect, misuse or omission of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents or other persons permitted in the Subleased Premises or on any other portion such damage occurs outside of the Building or Project by Subtenant, or any of them. Subtenant shall maintain the Subleased Premises, then Landlord may elect to repair such damage at Tenant’s expense, rather than having Tenant repair such damage. The cost of all maintenance, repair or replacement work performed by Landlord under this Section 8 shall be paid by Tenant to Landlord within 30 days after Landlord has invoiced Tenant therefor. Tenant hereby waives and will leave releases its right to make repairs at Landlord’s expense under Sections 1941 and 1942 of the Subleased Premises upon the expiration California Civil Code or earlier termination of this Subleaseunder any similar law, statute or ordinance now or hereafter in the condition required by the Master Leaseeffect. If Subtenant fails In no event shall Tenant’s obligation to maintain the Subleased Premises in compliance with all Laws obligate Tenant to make any structural changes to the Premises (including the Building’s Systems) or in the Project, or to remove or remediate any Hazardous Materials existing in, on under or about the Premises as required herein, Sublandlord shall give Subtenant notice of the date of this Lease except in connection with Tenant’s improvements to do such acts as are reasonably required to so maintain the Subleased Premises or Tenant’s use of the Premises. If Subtenant fails to promptly commence such work Landlord and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent within ten (10) days after Sublandlord delivers to Subtenant invoices or cancelled checks evidencing such payment obligations, together with an administrative charge in an amount equal to 5% of the cost of such repairs (without additional markup by Sublandlord). Notwithstanding the foregoing, the parties hereto Tenant acknowledge and agree that Master Landlord shall remain responsible for the performance of all repairs expressly required to be performed by Master Landlord pursuant to Premises are subject to, among other Laws, the terms and conditions requirements of the Master Lease American with Disabilities Act, 42 U.S.C. 12101 et seq., and similar State and local Laws including, without limitation, Title 24 of the California Code of Regulations (as the same may hereafter be modified, amended or supplemented, collectively, the “Landlord’s Repair ObligationsADA”). Subtenant shall notify both Master Landlord and Sublandlord in the event that Master Landlord shall fail to perform To Landlord’s Repair Obligations. Upon such notification and knowledge, Landlord has received no written notice from any governmental authority that the Premises is currently in addition to such other rights and remedies Sublandlord shall have under violation of the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or (ii) permit Subtenant, with Sublandlord’s reasonable cooperation, to enforce Master Landlord’s repair obligations under the Master LeaseADA.

REPAIRS; MAINTENANCE. Subtenant shall(i) Landlord shall keep the Building’s exterior walls, at Subtenant’s sole expenseroof, promptly elevator shafts (if any), footings, foundations, structural portions of load-bearing walls, structural floors and subfloors, and structural columns and beams (collectively, the “Building Structure”) in good repair and shall make all needed repairs and replacements. Landlord, however, shall not be required to make any repairs occasioned by the Subleased act or negligence of Tenant, its agents, contractors, employees, subtenants, invitees, customers, licensees and concessionaires (including, but not limited to, roof leaks resulting from Tenant’s installation of air conditioning equipment or any other roof penetration or placement). In the event that the Premises not should become in need of repairs or replacements required to be made by Master Landlord hereunder, Tenant shall give immediate written notice thereof to Landlord and Landlord shall have a reasonable time after receipt by Landlord of such written notice in which to make such repairs. Landlord shall not be liable to Tenant for any interruption of Tenant’s business or inconvenience caused due to any work performed in the Premises pursuant to Landlord’s rights and obligations under the Master Lease and Lease. To the extent allowed by law, Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect. (ii) Tenant shall keep the Subleased Premises in good, clean and habitable condition and shall at its sole cost and expense keep the same free of dirt, rubbish, ice or snow, insects, rodents, vermin and other pests and make all needed repairs and replacements, including replacement of cracked or broken glass, except for repairs and replacements required to be made by Landlord; provided, however, with respect to the parking and paved areas serving the Premises, including without limitation Tenant shall only be required to repair and maintain, and shall not be required to resurface or repave, the same. Without limiting the coverage of the previous sentence, it is understood that Tenant’s responsibilities include the repair and replacement of the Premises’ and Building’s HVAC, life-safety, plumbing, electrical, and mechanical systems; all improvementsdoors, fixtures overhead or otherwise, glass and furnishings therein, levelers located in the condition required Premises or otherwise available at the Premises for Tenant’s use (collectively, the “Building Systems”) in accordance with all applicable Laws. Tenant shall store all trash and garbage within the Premises or in a trash dumpster or similar container approved by Landlord as to type, location and screening; and Tenant shall arrange for the Master Leaseregular pick-up of such trash and garbage at Tenant’s expense. Subtenant shall also pay for If any repairs to the Building or Project required by Master Landlord and made necessary by any act, neglect, misuse or omission of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents or other persons permitted in the Subleased Premises or on any other portion of the Building or Project by Subtenant, or any of them. Subtenant shall maintain the Subleased Premises, and will leave the Subleased Premises upon the expiration or earlier termination of this Sublease, in the condition required by the Master Lease. If Subtenant fails to maintain the Subleased Premises as required herein, Sublandlord shall give Subtenant notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Subtenant fails to promptly commence such work and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as be made by Tenant hereunder are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent not made within ten (10) days after Sublandlord delivers written notice delivered to Subtenant invoices Tenant by Landlord, Landlord may at its option make such repairs without liability to Tenant for any loss or cancelled checks evidencing damage which may result to its stock or business by reason of such payment obligationsrepairs and Tenant shall pay to Landlord upon demand, together with an administrative charge in an amount equal to 5% of as Rent hereunder, the cost of such repairs plus interest at the rate of twelve percent (without additional markup 12%) per annum, such interest to accrue continuously from the date of payment by Sublandlord)Landlord until repayment by Tenant. Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for have the performance of all right to make such repairs expressly required without notice to be performed by Master Landlord pursuant to the terms and conditions of the Master Lease (“Landlord’s Repair Obligations”). Subtenant shall notify both Master Landlord and Sublandlord Tenant in the event that Master of an emergency. If, during repair, Landlord elects to store any personal property of Tenant, including goods, wares, merchandise, inventory, trade fixtures and other personal property of Tenant, same shall fail be stored at the sole risk of Tenant. Landlord or its agents shall not be liable for any loss or damage to perform Landlord’s Repair Obligations. Upon such notification and in addition to such persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Premises or from the pipes, appliances or plumbing works therein or from the roof, street or subsurface or from any other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunderplaces, or (ii) permit Subtenantfrom the act or negligence of any other tenant or any officer, with Sublandlord’s reasonable cooperationagent, to enforce Master Landlord’s repair obligations under the Master Leaseemployee, contractor or guest of any such tenant.

REPAIRS; MAINTENANCE. Subtenant (i) Landlord shall, at Subtenantits sole cost and expense, keep the Building’s exterior walls, footings, structural portions of load-bearing walls, and structural columns and beams (collectively, the “Building Structure”) in good repair and shall make all needed repairs and replacements. Landlord shall also keep (a) the Building’s roof, (b) the Building’s associated surface parking areas, (c) the Common Area, and (d) Tenant Capital Improvement Items in good repair and shall make all needed repairs and replacements, the cost of which can be passed through to Tenant to the extent permitted by Section 4.2 above. Landlord, however, shall not be required to make any repairs occasioned by the wrongful act or negligence of Tenant, its agents, contractors, employees, subtenants, invitees, customers, licensees and concessionaires (collectively, the “Tenant Related Parties”). In the event the Premises should become in need of repairs or replacements required to be made by Landlord hereunder, Tenant shall give prompt written notice thereof to Landlord and Landlord shall have a reasonable time after receipt by Landlord of such written notice in which to make such repairs. Landlord shall not be liable to Tenant for any interruption of Tenant’s business or inconvenience caused due to any work performed in the Premises pursuant to Landlord’s rights and obligations under this Lease; provided that Landlord shall use diligent efforts to complete such repairs as expeditiously as possible and in performing such work Landlord shall use commercially reasonable efforts consistent with Similar Owners to minimize any interference with Tenant’s use or occupancy of the Premises. Landlord shall use efforts consistent with Similar Owners to keep the parking areas and sidewalks of the Property free and clear of dirt, rubbish, ice and snow. To the extent allowed by law, Tenant waives the right to make repairs at Landlord’s expense under any Laws now or hereafter in effect. Notwithstanding the foregoing, if the Premises, or any portion of the Premises, is made untenantable for a period in excess of three (3) consecutive business days as a result of Landlord’s failure to comply with the terms of this paragraph, then Tenant, as its sole remedy, shall be entitled to receive an abatement of Rent payable hereunder during the period beginning on the fourth (4th) consecutive business day of such failure and ending on the day Landlord performs as required under this paragraph. If the entire Premises has not been rendered untenantable by Landlord’s failure to perform, the amount of abatement that Tenant is entitled to receive shall be prorated based upon the percentage of the Premises rendered untenantable and not used by Tenant. If Landlord fails to take any action which Landlord is obligated to take under Section 6.1 with respect to Landlord’s Work or under this Section 8.1, Tenant may deliver written notice thereof to Landlord (“Initial Notice”). The Initial Notice must specifically describe the action that is required of Landlord to satisfy the requirements of said Section 6.1 or this Section 8.1. If within three (3) business days of receiving Tenant’s Initial Notice, Landlord fails to cure or commence to cure the items specified in the Initial Notice, Tenant may deliver to Landlord a second notice (“Reminder Notice”). The Reminder Notice must include a copy of the Initial Notice and specify that Tenant will have the rights granted under said Section 6.1 or this Section 8.1 if Landlord fails to cure or commence to cure the specified items within three (3) business days of receipt of the Reminder Notice. If Landlord fails to take or commence to take (and diligently pursue to completion) the required action within three (3) business days of receiving the Reminder Notice or, in the event of any emergency condition which will likely render all or any portion of the Premises unusable, such as flooding, without sending any Initial Notice or Reminder Notice, then Tenant may, subject to the terms of this Section 8.1, proceed to take the required action with respect to the Premises (but solely on its own behalf, and not as the agent of Landlord). Unless Landlord delivers a written objection to Tenant as set forth below, Landlord will reimburse Tenant for Tenant’s reasonable out-of-pocket costs and expenses in taking such action within thirty (30) days after receiving an invoice from Tenant setting forth a reasonably particularized breakdown of such costs and expenses. If Landlord does not so object and does not pay such invoice within sixty (60) days after Landlord receives the invoice, then Tenant may thereafter deduct from Base Rent the amount set forth in such invoice; provided that in no event may Tenant deduct more than fifty percent (50%) of the Base Rent due during any single month as a result of the rights granted under this Section 8.1. If, however, Landlord delivers to Tenant, within thirty (30) days after receiving Tenant’s invoice, a written objection to the payment of such invoice setting forth with reasonable particularity any defenses to payment Landlord believes it has (such as, for example, any claim that all or any portion of such action did not have to be taken by Landlord pursuant to the terms of this Lease, or that the charges are excessive (in which case Landlord will pay the amount it contends would not have been excessive, or other justifiable reasons), then Tenant will not be entitled to make any deduction from Base Rent, and if the parties are unable to resolve Landlord’s objections then Tenant, as Tenant’s sole expenseremedy, promptly may institute an action at law to collect the unpaid amount. The provisions of this Section 8.1 will not operate to exclude from Expenses any item properly includable therein. (ii) Tenant shall keep the Premises in good, clean and habitable condition and shall at its sole cost and expense keep the same free of dirt, rubbish, insects, rodents, vermin and other pests and make all needed repairs and replacements, including replacement of cracked or broken glass, except for repairs and replacements required to be made by Landlord. Without limiting the Subleased coverage of the previous sentence, it is understood that Tenant’s responsibilities include the repair and replacement of the Premises’ and Building’s HVAC, life-safety, plumbing, electrical, and mechanical systems; all doors, overhead or otherwise, glass and levelers located in the Premises or otherwise available at the Premises for Tenant’s use, the roof and the parking lot (collectively, the “Building Systems”) in accordance with all applicable Laws. Notwithstanding the foregoing, if any of the foregoing repairs or replacements are Tenant Capital Improvement Items (defined below), they will be performed by Landlord pursuant to 8.1(i) above and chargeable to Tenant as Expenses pursuant to Section 4.2 above. For purposes of this Lease, “Tenant Capital Improvement Items” are items which would be deemed a capital improvement under GAAP, so long as the same are not required to be made by Master Landlord pursuant to the Master Lease and shall keep the Subleased Premisesto, or as a result of, any Alteration (including without limitation to or as a result of any Separately Insurable Alteration [defined in Section 8.2 below]), it being the understanding of the parties hereto that all improvements, fixtures repairs and furnishings therein, in the condition required by the Master Lease. Subtenant shall also pay for any repairs replacements to the Building or Project required by Master Landlord and made necessary by any act, neglect, misuse or omission of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents or other persons permitted in the Subleased Premises or on any other portion account of the Building or Project by Subtenant, or any of them. Subtenant Alterations shall maintain the Subleased Premisesbe performed by, and will leave the Subleased Premises upon the expiration or earlier termination of this Sublease, in the condition required by the Master Lease. If Subtenant fails to maintain the Subleased Premises as required herein, Sublandlord shall give Subtenant notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Subtenant fails to promptly commence such work and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the sole cost and expense of Subtenant as are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord of, Tenant pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent within ten paragraph (10) days after Sublandlord delivers to Subtenant invoices or cancelled checks evidencing such payment obligations, together with an administrative charge in an amount equal to 5% of the cost of such repairs (without additional markup by Sublandlordii). Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain be responsible for the performance costs of maintenance and repair with respect to the Building’s HVAC that currently serve the Building (specifically excluding the five [5] rooftop units that were abandoned or relinquished by former occupants of the Building and do not currently provide HVAC to the Building [the “Abandoned Units”], which neither Landlord nor Tenant are obligated to maintain or repair except as expressly provided below) during the first twelve (12) months of the Term and such costs shall not be included in Expenses hereunder. Furthermore, in the event, at any time and from time to time during the Lease, Tenant elects to utilize one or more of the Abandoned Units to serve the Premises, Landlord will reimburse Tenant for the out-of-pocket cost incurred by Tenant for any repair or maintenance thereto during the first twelve (12) months of such use (or such lesser period of time in the event of the earlier expiration or termination of the Term), up to a maximum sum of $2,000.00 per each of the Abandoned Units so utilized (the “Abandoned Units Allowance”). The Abandoned Units Allowance or appropriate portion thereof will be paid to Tenant within thirty (30) days of Landlord’s receipt of paid invoices for maintenance and/or repair costs. The Abandoned Units Allowance is not chargeable to Tenant as Expenses. Tenant covenants and agrees that all water and wash closets, drinking fountains and other plumbing fixtures will not be used for any purpose other than those for which they were constructed, and no sweepings, rubbish, rags, coffee grounds or other substances may be thrown therein. Tenant shall store all trash and garbage in proper receptacles or other facilities for such purpose within the Premises or in a trash dumpster or similar container; and Tenant shall arrange for the regular pick-up of such trash and garbage at Tenant’s expense. If any repairs expressly required to be performed made by Master Tenant hereunder are not made within thirty (30) days after written notice delivered to Tenant by Landlord, then unless Tenant is diligently pursuing the completion of such repairs, Landlord pursuant may at its option make such repairs without liability to Tenant for any loss or damage which may result to its stock or business by reason of such repairs (provided that Landlord shall use efforts consistent with other Similar Owners to complete such repairs in a timely manner without unreasonable interference to Tenant’s conduct of business) and Tenant shall pay to Landlord upon demand, as Rent hereunder, the terms and conditions cost of such repairs plus interest at the Master Lease rate of eight percent (“Landlord’s Repair Obligations”)8%) per annum, such interest to accrue continuously from the date of payment by Landlord until repayment by Tenant. Subtenant Notwithstanding the foregoing, Landlord shall notify both Master Landlord and Sublandlord have the right to make such repairs without notice to Tenant in the event that Master of an emergency if Tenant is not diligently performing the same. If, during repair, Landlord elects to store any personal property of Tenant, including goods, wares, merchandise, inventory, trade fixtures and other personal property of Tenant, same shall fail be stored at the sole risk of Tenant. Except to perform Landlord’s Repair Obligations. Upon such notification and in addition the extent the same results from the negligence or willful misconduct of Landlord or its agents, Landlord or its agents shall not be liable for any loss or damage to such persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Premises or from the pipes, appliances or plumbing works therein or from the roof, street or subsurface or from any other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunderplaces, or (ii) permit Subtenantfrom the act or negligence of any other tenant or any officer, with Sublandlord’s reasonable cooperationagent, to enforce Master Landlord’s repair obligations under the Master Leaseemployee, contractor or guest of any such tenant.

REPAIRS; MAINTENANCE. Subtenant (i) By Landlord. Landlord shall, at Subtenant’s sole expensesubject to reimbursement as set forth in Exhibit C attached hereto and incorporated herein by reference, promptly keep and maintain in good repair and working order and make all repairs to and perform maintenance upon: (1) structural elements of the Subleased Premises Building; (2) standard mechanical (including HVAC), electrical, plumbing and fire/life safety systems serving the Building generally; (3) Common Areas; (4) the roof of the Building; (5) exterior windows of the Building; and (6) elevators serving the Building. Landlord shall not required to be made by Master Landlord pursuant to the Master Lease and shall keep the Subleased Premises, including without limitation all improvements, fixtures and furnishings therein, in the condition required by the Master Lease. Subtenant shall also pay liable for any failure to make any such repairs or to the Building or Project required by Master Landlord and made necessary by perform any act, neglect, misuse or omission maintenance unless such failure shall persist for a period of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents or other persons permitted in the Subleased Premises or on any other portion ten (10) days after written notice of the Building need of such repairs or Project maintenance is given to Landlord by SubtenantTenant (provided, or any of them. Subtenant shall maintain the Subleased Premiseshowever, and will leave the Subleased Premises upon the expiration or earlier termination of this Sublease, in the condition required by the Master Lease. If Subtenant fails to maintain the Subleased Premises as required herein, Sublandlord shall give Subtenant notice to do that if such acts as are repairs cannot reasonably required to so maintain the Subleased Premises. If Subtenant fails to promptly commence such work and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent completed within ten (10) days despite Landlord’s best efforts, then Landlord shall not be liable so long as Landlord continues to make good faith, commercially reasonable efforts to diligently prosecute the completion of the same), in which event, after Sublandlord delivers the expiration of such ten (10)-day period (as may be extended pursuant to Subtenant invoices the foregoing, Tenant shall be entitled to a day-for-day abatement of Base Rent until the applicable repairs are made. If any of the foregoing maintenance or cancelled checks evidencing repair is necessitated due to the acts or omissions of any Tenant Party, and subject to the any waiver of subrogation as provided in this Lease, Tenant shall pay the costs of such payment obligationsrepairs or maintenance to Landlord within thirty (30) days after receipt of an invoice, together with an administrative charge in an amount equal to 5% [***] percent ([***]%) of the cost of such repairs the repairs. Landlord shall not be liable to Tenant for any interruption of Tenant’s business or inconvenience caused due to any work performed in the Premises or in the Building pursuant to Landlord’s rights and obligations under this Lease, provided that Landlord shall use commercially reasonable efforts (without additional markup by Sublandlord). Notwithstanding but at no material cost to Landlord) to ensure that Landlord’s construction or maintenance activities in or proximate to the foregoingBuilding (but not including, in any event, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for construction or other activities in connection with the performance of all repairs expressly required to be performed by Master Landlord pursuant to the terms and conditions expansion of the Master Lease (Project, including, without limitation, the construction of “Phase II’ of the Project, and/or any portion(s) thereof) do not unreasonably interfere with Tenant’s business operations in the Premises during Normal Business Hours. To the extent allowed by law, ▇▇▇▇▇▇ waives the right to make repairs at Landlord’s Repair Obligations”). Subtenant shall notify both Master Landlord and Sublandlord expense under any law, statute or ordinance now or hereafter in the event that Master Landlord shall fail to perform Landlord’s Repair Obligations. Upon such notification and in addition to such other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or (ii) permit Subtenant, with Sublandlord’s reasonable cooperation, to enforce Master Landlord’s repair obligations under the Master Leaseeffect.

REPAIRS; MAINTENANCE. Subtenant Section 6.01 Tenant shall, at Subtenant’s its sole cost and expense, promptly take good care of the Demised Premises, and shall make all repairs thereto which are not load-bearing, including, but not limited to those pertaining to floor coverings, ceiling tiles, electrical fixtures, switches and outlets, door closers and hardware, painting and decorating, and toilets, sinks and faucets, including the Building systems (i.e., plumbing, HVAC, electrical, life safety and emergency power). In addition, Tenant shall make all repairs to the Subleased Demised Premises, load-bearing and not load-bearing, attributable to (a) the moving, installation, removal, use or operation of Tenant Changes, or Tenant’s Property or property of Tenant (not constituting Tenant’s Property) or of parties acting for or at the instance of Tenant or those deriving their interest in the Demised Premises not required to be made by Master Landlord pursuant through or under Tenant or (b) the carelessness, omission, neglect, negligence or improper conduct of Tenant or any other parties referenced in clause (a) preceding or (c) to the Master Lease extent not within the purview of (a) preceding, with respect to Tenant Changes or Tenant’s Property. All such repairs shall be in quality and class equal to the original work or installations. As used in this Section 6.01, and in Section 6.02 following, the term “repairs” or derivatives thereof shall keep include “replacements” where applicable. Tenant shall promptly notify Landlord of the Subleased Premises, including without limitation all improvements, fixtures and furnishings therein, in the condition required by the Master Lease. Subtenant shall also pay need for any such repairs. Section 6.02 Landlord, at Tenant’s expense, which expense shall be incorporated into Maintenance Costs and paid to Landlord as Additional Rent, shall make all load-bearing repairs to the Building Building, including the Building’s roof and foundation and parking area, except for those ​ repairs for which Tenant is responsible pursuant to Section 6.01 hereof or Project any other provisions of this Lease. The provisions of Sections 6.01 and 6.02 hereof shall not apply to repairs required by Master Landlord and made necessary by any act, neglect, misuse reason of a Taking or omission of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents fire or other persons casualty. Section 6.03 Except for matters to the extent attributable to Landlord’s negligence or willful misconduct, Landlord shall have no liability to Tenant by reason of any inconvenience, annoyance, interruption or injury to business arising from Landlord’s making any repairs or changes which Landlord is required or permitted by this Lease, or Requirements, to make in the Subleased Premises or on to any other portion of the Building or Project by Subtenant, or any of them. Subtenant Demised Premises. Section 6.04 Tenant shall maintain the Subleased Premises, and will leave the Subleased Premises not place a load upon the expiration or earlier termination of this Sublease, in the condition required by the Master Lease. If Subtenant fails to maintain the Subleased Premises as required herein, Sublandlord shall give Subtenant notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Subtenant fails to promptly commence such work and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent within ten (10) days after Sublandlord delivers to Subtenant invoices or cancelled checks evidencing such payment obligations, together with an administrative charge in an amount equal to 5% floor of the cost of Building exceeding the floor load per square foot areas which such repairs (without additional markup floor was designed to carry and which is allowed by Sublandlord). Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for the performance of all repairs expressly required to be performed by Master Landlord pursuant to the terms and conditions of the Master Lease (“Landlord’s Repair Obligations”). Subtenant shall notify both Master Landlord and Sublandlord in the event that Master Landlord shall fail to perform Landlord’s Repair Obligations. Upon such notification and in addition to such other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or (ii) permit Subtenant, with Sublandlord’s reasonable cooperation, to enforce Master Landlord’s repair obligations under the Master Leaselaw.

REPAIRS; MAINTENANCE. Subtenant shallWhen the Sublessee takes possession of the Premises, at Subtenant’s sole expensehe is accepting them as being in good order. If there are any problems, promptly make the Sublessee should (either) not move in or should get something in writing from the Sublessor regarding those problems prior to moving in. Furthermore, the Sublessor states that it has agreed to no repairs or improvements other than what is specifically stated in this Agreement. Note that the Sublessee is required to keep the Premises in good condition and repair. Furthermore, the Sublessee is waiving any right it might have to ▇▇▇▇▇ (deduct) any repairs it pays for from the rent; the Sublessee should put all requests for repairs in writing to the Sublessor. In other words, while the Sublessee is required to keep the Premises in good condition and repair, in most cases that means that the Sublessee should put all requests for needed repairs in writing to the Sublessor, as the Sublessor is responsible for actually making those repairs to the Subleased Premises. If the Sublessor has agreed to any improvements (alterations, remodeling, repairs, or painting), a copy of that approval and a list of the improvements should be included as an exhibit to this Sublease. By taking possession of the Premises, the Sublessee shall be deemed to have accepted the Premises not required as being in good sanitary order, condition and repair. The Sublessee shall at the Sublessee’s cost, keep the Premises and every part of it in good condition and repair except for damages beyond the control of the Sublessee and ordinary wear and tear. The Sublessee shall upon the expiration or sooner termination of this Lease surrender the Premises to the Sublessor in good condition, ordinary wear and tear and damage from causes beyond the reasonable control of the Sublessee excepted. Unless specifically provided in an addendum to this Lease, the Sublessor shall have no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part of it and the parties hereto affirm that the Sublessor has made no representations to the Sublessee respecting the condition of the Premises and the building except as specifically set forth in this Agreement. Despite the above provisions, the Sublessor shall repair and maintain or cause to be made by Master Landlord pursuant to repaired and maintained the Master Lease and shall keep structural portions of the Subleased Premisesbuilding, including without limitation all improvementsthe standard plumbing, fixtures air conditioning, heating and furnishings therein, in the condition required electrical systems furnished by the Master Lease. Subtenant shall also pay for any Sublessor, unless such maintenance and repairs to are caused in part or in whole by the Building or Project required by Master Landlord and made necessary by any act, neglect, misuse fault or omission of any duty by Subtenant the Sublessee, its agents, employees or its assigneesinvitees, subtenantsin which case the Sublessee shall pay to the Sublessor the reasonable cost of such maintenance and repairs. The Sublessee shall give the Sublessor written notice of any required repairs or maintenance. The Sublessor shall not be liable for any failure to repair or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice. Any repairs or maintenance to supplemental cooling equipment required for the Sublessee’s special needs are the responsibility of the Sublessee. Except as specifically stated in this Agreement, employeesthere shall be no abatement of rent and no liability of the Sublessor by reason of any injury to or interference with the Sublessee’s business arising from making of any repairs, invitees alterations or their respective agents or other persons permitted in the Subleased Premises or on improvements to any other portion of the Building building or Project by Subtenantthe Premises or to fixtures, or any of themappurtenances and equipment. Subtenant shall maintain the Subleased Premises, and will leave the Subleased Premises upon the expiration or earlier termination of this Sublease, in the condition required by the Master Lease. If Subtenant fails to maintain the Subleased Premises as required herein, Sublandlord shall give Subtenant notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Subtenant fails to promptly commence such work and diligently prosecute it to completion, Sublandlord shall have The Sublessee waives the right to do such acts and expend such funds make repairs at the Sublessor’s expense of Subtenant as are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent within ten (10) days after Sublandlord delivers to Subtenant invoices under any law, statute or cancelled checks evidencing such payment obligations, together with an administrative charge ordinance now or hereafter in an amount equal to 5% of the cost of such repairs (without additional markup by Sublandlord). Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for the performance of all repairs expressly required to be performed by Master Landlord pursuant to the terms and conditions of the Master Lease (“Landlord’s Repair Obligations”). Subtenant shall notify both Master Landlord and Sublandlord in the event that Master Landlord shall fail to perform Landlord’s Repair Obligations. Upon such notification and in addition to such other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or (ii) permit Subtenant, with Sublandlord’s reasonable cooperation, to enforce Master Landlord’s repair obligations under the Master Leaseeffect.

REPAIRS; MAINTENANCE. Subtenant shallTenant shall maintain the Premises, the Building Structures and all Building Systems in a clean, safe, and operable condition, and shall not permit or allow to remain any waste or damage to any portion of the Premises. Additionally, Tenant, at Subtenant’s its sole expense, promptly make shall repair, replace and maintain in good condition and in accordance with all repairs Laws and the equipment manufacturer’s suggested service programs, all portions of the Premises, the Building Structures, Building Systems, Tenant’s Off-Premises Equipment and all areas, improvements and systems exclusively serving the Premises. Tenant shall repair or replace, subject to Landlord’s direction and supervision, any damage to the Subleased Premises not Building, Building Structures and Building Systems caused by a Tenant Party, including such repair and replacement required by ordinary wear and tear upon the Premises. If Tenant fails to make such repairs or replacements required under this Section 8 within fifteen (15) days after the occurrence of such damage, then Landlord may make the same at Tenant’s cost. If any such damage occurs outside of the Premises, then Landlord may elect to repair such damage at Tenant’s expense, rather than having Tenant repair such damage. The cost of all maintenance, repair or replacement work performed by Landlord under this Section 8 shall be made paid by Master Tenant to Landlord pursuant to the Master Lease and within thirteen (30) days after Landlord has invoiced Tenant therefor. Tenant shall keep the Subleased PremisesBuilding’s Structure in a good state of repair, including without limitation all improvementsand shall accomplish such repairs as may be needed promptly after receipt of written notice from Tenant and said repairs shall be at the sole cost of Landlord. Tenant shall replace the roof when Landlord determines in its sole discretion that such replacement is necessary. Tenant shall, fixtures and furnishings thereinalso, in paint the condition required by the Master Lease. Subtenant shall also pay for any repairs to the Building or Project required by Master Landlord and made necessary by any act, neglect, misuse or omission of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents or other persons permitted in the Subleased Premises or on any other exterior portion of the Building and Premises as deemed necessary by the Landlord in its sole discretion. Tenant shall immediately inform Landlord of any necessary repairs and (except in emergencies) Tenant shall make none of such repairs without Landlord's prior written consent. Landlord shall not be liable for any failure of Tenant to make any such repairs or Project to perform any maintenance required of Tenant hereunder. Except as otherwise specifically provided herein, there shall be no abatement of rent and no liability of Landlord by Subtenantreason 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 them. Subtenant shall maintain the Subleased Premises, Building’s Structure, Buildings Systems or Building of which the Premises is a part or in or to fixtures, appurtenances and will leave the Subleased Premises upon the expiration or earlier termination of this Sublease, in the condition required by the Master Leaseequipment therein. If Subtenant Tenant fails to maintain make such repairs or replacements required under this Section 8 within fifteen (15) days after the Subleased Premises as required hereinoccurrence of such damage, Sublandlord shall give Subtenant notice then Landlord may make the same at Tenant’s cost (to do such acts as are reasonably required to so maintain be paid through the Subleased PremisesOperating Costs assessment). If Subtenant fails any such damage occurs outside of the Premises, then Landlord may elect to promptly commence repair such damage at Tenant’s expense, rather than having Tenant repair such damage. The cost of all maintenance, repair or replacement work and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as are reasonably required to perform such work. All amounts payable performed by Subtenant to Sublandlord pursuant to Landlord under this Section 11 8 shall be paid by Tenant to Sublandlord as Additional Rent Landlord within ten thirteen (1030) days after Sublandlord delivers to Subtenant invoices or cancelled checks evidencing such payment obligations, together with an administrative charge in an amount equal to 5% of the cost of such repairs (without additional markup by Sublandlord). Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for the performance of all repairs expressly required to be performed by Master Landlord pursuant to the terms and conditions of the Master Lease (“Landlord’s Repair Obligations”). Subtenant shall notify both Master Landlord and Sublandlord in the event that Master Landlord shall fail to perform Landlord’s Repair Obligations. Upon such notification and in addition to such other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or (ii) permit Subtenant, with Sublandlord’s reasonable cooperation, to enforce Master Landlord’s repair obligations under the Master Leasehas invoiced Tenant therefor.

REPAIRS; MAINTENANCE. Subtenant shallTenant shall maintain the Premises in a clean, at Subtenant’s sole expensesafe, promptly make all repairs to and operable condition as exists after the Subleased Premises not required to be made construction of the Work (as hereinafter defined) and any other alterations, additions or improvements performed by Master Landlord pursuant to Tenant, reasonable wear and tear and damage by fire, other casualty and eminent domain excepted, consistent with the Master Lease operation of a first class building consistent with the 19 Permitted Use, and shall keep not permit or allow to remain any waste or damage to any portion of the Subleased Premises. If Tenant elects to engage providers for all services in accordance with Section 7.(a) above, including without limitation Tenant shall enter into preventative maintenance/service contract(s) with maintenance contractor(s) reasonably approved by Landlord for servicing the landscaping of the Premises and all improvementsair conditioning, fixtures heating and furnishings thereinventilating equipment, elevators and other equipment located within or serving the Premises. All preventative maintenance/service contracts shall be in form and substance reasonably satisfactory to Landlord and shall provide that the condition required maintenance contractor shall provide Landlord with quarterly reports respecting the maintenance of the subject equipment. Upon request from Landlord, Tenant shall provide Landlord with copies of all such preventative maintenance/service contracts maintained by Tenant. Irrespective of whether or not Tenant elects to engage providers for all services in accordance with Section 7.(a) above, Tenant shall repair or replace, subject to Landlord's reasonable direction and supervision, any improvement or system installed by Tenant within the Master Lease. Subtenant shall also pay for Premises and any repairs damage to the Building or Project required caused by Master Landlord and made necessary by any actTenant, neglectTenant's transferees, misuse or omission of duty by Subtenant or its assignees, subtenants, employees, invitees or their respective agents agents, contractors, or other persons permitted in invitees. If Tenant fails to make such repairs or replacements within fifteen (15) days (or such shorter period of time required to prevent any damage from occurring to the Subleased Premises or on Premises) after the occurrence of such damage, then Landlord may, after written notice to Tenant, make the same at Tenant's cost. Notwithstanding any other portion provisions of this Lease to the contrary, if the cost to repair one of the Building or Project by Subtenantexisting rooftop HVAC units exceeds twenty-five percent (25%) of the replacement cost for such unit, or any of them. Subtenant Landlord shall maintain the Subleased Premises, and will leave the Subleased Premises upon the expiration or earlier termination of this Sublease, in the condition required by the Master Lease. If Subtenant fails to maintain the Subleased Premises as required herein, Sublandlord shall give Subtenant notice to do pay for such acts as are reasonably required to so maintain the Subleased Premises. If Subtenant fails to promptly commence such work and diligently prosecute it to completion, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as are reasonably required to perform such work. All amounts payable by Subtenant to Sublandlord pursuant to this Section 11 shall be paid to Sublandlord as Additional Rent replacement cost within ten twenty (1020) business days after Sublandlord delivers to Subtenant invoices or cancelled checks evidencing such payment obligations, together with an administrative charge in an amount equal to 5% satisfaction of the cost of such repairs (without additional markup by Sublandlord). Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for the performance of all repairs expressly required to be performed by Master Landlord pursuant to the following terms and conditions of the Master Lease (“Landlord’s Repair Obligations”). Subtenant shall notify both Master Landlord and Sublandlord in the event that Master Landlord shall fail to perform Landlord’s Repair Obligations. Upon such notification and in addition to such other rights and remedies Sublandlord shall have under the Master Lease, Sublandlord shall either conditions: (i) take reasonable action under Landlord and Tenant agree in writing on any such replacement cost, on the Master Lease specification of the new rooftop unit, and on the contractor to require Master Landlord to perform its obligations thereunder, or install such new unit; (ii) permit Subtenant, Tenant shall ensure such new unit is installed in accordance with Sublandlord’s reasonable cooperation, applicable Laws; (iii) Tenant shall not be in default under this Lease; (iv) this Lease shall be in full force and effect; (v) Tenant has provided Landlord with evidence reasonably satisfactory to enforce Master Landlord’s repair obligations under Landlord that the Master new unit has been installed in accordance with applicable Laws; (vi) Tenant has maintained and repaired such unit in accordance with the provisions of this Lease; and (vii) such replacement costs shall be considered an Operating Cost and paid by Tenant in accordance with Section 4 above.