Common use of Repairs Clause in Contracts

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking Subject to Article VI hereof, Lessee shall, during the term of this Lease, at Lessee's expense, keep the Premises in as good order, condition and repair as they were at the time Lessee took possession of the Premisessame, Tenant reasonable wear and tear and damage from fire and other casualties excepted. Lessee shall be deemed to have accepted keep the Premises as being in good, a neat and sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant Lessee shall be responsible for replacing not commit any damaged nuisance or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint waste on the Premises or in, on or about the Office Complex, throw foreign substances in the plumbing facilities, or waste any part thereofof the utilities furnished by the Lessor. All uninsured damage or injury to the Premises or to the Office Complex caused by Lessee moving furniture, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition fixtures, equipment or other devices in or out of the Premises or the Building Office Complex or by installation or removal of furniture, fixtures, equipment, devices or other property of Lessee or its agents, contractors, servants or employees, due to carelessness, omission, neglect, improper conduct or other cause of Lessee or its servants, employees, agents, visitors or licensees, shall be repaired, restored and replaced promptly by Lessee at its sole cost and expense to the satisfaction of Lessor. All repairs, restorations and replacements shall be in quality and class equal to the original work and shall comply with all requirements of this Lease. Subject to Article II hereof and to Lessee's specific obligations, except as specifically herein set forth. b. Landlord to the extent of any damage caused by the fault or negligence of Lessee, Lessor shall maintain and keep in good order, condition and repair all common areas of the Office Complex and maintain the structural portions of the BuildingOffice Complex, including the outer walls, roof, floors, foundations, load bearing members, trusses, and joists, the HVAC facilities serving the Premises, and the heating, ventilation portions of the plumbing and air conditioning equipment (including the central cooling tower and control unit) which is electrical lines located outside of the Premises which serve the Premises. Lessor and other tenant's premises its employees and agents shall have the right to enter the Premises at any reasonable time or which serves the common areas; providedtimes after twenty-four (24) hours advance notice, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost purpose of such maintenance and inspection, cleaning, repairs. Landlord , altering or improving the same but nothing contained herein shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord be construed as imposing any obligation on Lessor to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereofrepairs, 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 repairsimprovements, alterations, additions or improvements in or installations which are the obligation of Lessee. Either party may give written notice to any portion the other party at least thirty (30) days prior to vacating the Premises for the express purpose of arranging a meeting for a joint inspection of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectPremises.

Repairs. a. By taking possession (a) Sublessee shall make all repairs or replacements that Sublessor is required to make under the Prime Lease with respect to the Subleased Premises. To the extent Landlord makes any repair or replacement with respect to the Subleased Premises for which Sublessor is required to pay for all or any of the Premisescost thereof, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant Sublessee shall, at Tenant's sole within thirty (30) days after rendition of a ▇▇▇▇ thereof by Sublessor from time to time, pay Sublessor for any such cost for which Sublessor is liable. (b) Sublessor reserves the right to make any and expenseall changes, keep alterations, additions, improvements, repairs or replacements to any and maintain the Premises and every part thereof in good condition and repairall pipes, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premiseswires, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenancecables, during the Termducts, and any extended term, of the heat pump units, thermostats conduits and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement used by Sublessor to provide to Sublessee any of the HVAC equipment within services provided by Sublessor to Sublessee pursuant to this Sublease, as Sublessor deems necessary or desirable, provided that in no event shall the level of any such service decrease in any material respect from the level required of Sublessor in this Sublease as a result thereof (other than temporary changes in the level of such services during the performance of any such work by Sublessor). Sublessor shall use reasonable efforts to minimize interference with Sublessee's use and occupancy of the Subleased Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration making of such changes, alterations, additions, improvements, repairs or sooner termination of this Lease surrender the Premises to Landlord in good conditionreplacements, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord that Sublessor shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, employ contractors or paint the Premises labor at overtime or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs premium pay rates or to perform incur any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of the need of such repairs other overtime costs or maintenance is given to Landlord by Tenantadditional expenses whatsoever. Except as otherwise provided in paragraph 21 hereofherein, there shall be no abatement of Base Rent or any additional rent or allowance to Sublessee for a diminution of rental value, no actual or constructive eviction of Sublessee, in whole or in part, no relief from any of Sublessee's other obligations under this Sublease, and no liability on the part of Landlord Sublessor, by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the making of Landlord, Sublessor, Sublessee or others making, or failing to make, any repairs, alterations, additions or improvements in or to any portion of the Building or Premises the Subleased Premises, or in or to fixtures, appurtenances, and appurtenances or equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, and the floor covering of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession The Tenant shall take good care of the Demised Premises and shall make all necessary non-structural repairs to the interior thereof except for repairs of damage resulting from causes outside of the Demised Premises, e.g. leaks or overflows in neighboring space. Landlord shall maintain, repair or replace all HVAC, plumbing and electrical fixtures and circuitry (other than fixtures installed by the Tenant) and shall promptly repair all roof leaks. Landlord shall maintain and repair the common areas of the building including hallways, entry, vestibule, bathrooms, and the exterior of the building including the parking lot and landscaping at the Landlord's expense. Upon the expiration or at the termination of this lease, the Tenant shall be deemed surrender the Demised Premises to have accepted the Premises Landlord in as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repairas at the commencement of the term, ordinary wear and tear excepted. Tenant is prohibited from making any structural improvements, alterations or additions to the Demised Premises without first obtaining the written approval therefore from the Landlord, and all such improvements, alterations or additions made by the Tenant shall be responsible for replacing any damaged or broken windows in the property of the Landlord, at no expense to the Landlord, and shall remain upon and be surrendered with the Demised Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenanceas part thereof, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon at the expiration or sooner termination of this Lease surrender lease. In the event that any mechanics' lien is filed against the Demised Premises as a result of any repairs, improvements, alterations or additions made by the Tenant, the Landlord, at its option, after ten (10) days written notice to Landlord in good conditionthe Tenant, ordinary wear and tear excepted. Except as specifically provided in an addendummay terminate this lease and/or may pay the said lien, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint without inquiring into the Premises or any part validity thereof, and the parties hereto affirm that Tenant shall forthwith reimburse the total expense incurred by the Landlord has made no representations to Tenant respecting in discharging the condition said lien as additional rent hereunder on the first day of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any next month following such maintenance and repairs are necessitated in any part or in whole payment by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairsLandlord. Landlord shall also repair have the right to install and replace maintain in the HVAC equipment within Demised Premises all utility lines and electric wiring and all other appliances necessary for the operation of the balance of the building of which the Demised Premises during form a part, and shall have access to the initial Term. Any failure by Landlord Demised Premises at all reasonable times after prior reasonable notice to make Tenant, and in cases of emergency at any time without prior notice, for the purpose of examining same or of making such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of changes as the need of such repairs or maintenance is given to Landlord by Tenantmay deem necessary. Except as provided in paragraph 21 hereof, there No claim shall be no abatement of rent and no liability of made by, or compensation paid to the Tenant by the Landlord by reason of any injury to inconvenience, annoyance, loss or interference with Tenant's business damage arising from the necessity of making of any such repairs, alterationshowever the necessity may occur, nor shall there be any abatement in rent during such period of time. Landlord shall take reasonable steps to perform its rights and obligations hereunder without unnecessary or improvements in or unreasonable interference to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at LandlordTenant's expense under any law, statute, or ordinance now or hereafter in effectbusiness.

Repairs. a. By taking possession of the PremisesLessee accepts said premises (including glazing, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, outside adjacent sidewalks and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendumparking areas, if any) in their present condition, acknowledging same to this Leasebe in good order and repair; Lessee shall maintain the said premises in as good order and repair as when received, Landlord shall have no obligation whatsoever to alterdamage by fire, remodelwar, improve, repair, decorateearthquake, or paint reasonable use and wear thereof, excepted; unless said fire be caused by the Premises negligence of Lessee, his employees or invitees. Lessee waives the provisions of Sections 1941 and 1942 of the California Civil Code, or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) other law which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right would permit Lessee to make repairs at LandlordLessor's expense under expense. Lessee agrees to water, maintain and replace, when necessary, any lawshrubbery, statutelandscaping, exterior lighting, sprinklers and other such facilities provided by Lessor on the leased premises. If parking and landscaping are provided for an entire building or ordinance now building site, the maintenance cost of such parking and landscaping, including sweeping service, by a service designated by Lessor shall be prorated on a square footage or hereafter other equitable basis as calculated by Lessor. Lessee agrees to pay this cost in effectaddition to the monthly rental. Included in repairs and maintenance for which the Lessee is obligated to pay are: replacement when necessary of light globes, fluorescent tubes, ballasts and starters in all lighting equipment; and for repairs to doors, storefronts and windows, including glazing, door closers, locks and frames, landscape sprinkler system, toilet fixtures, fire sprinkler and fire sprinkler supervisory systems, due to damage from any cause. This list is not intended to be exclusive and shall not limit the general provisions hereof concerning repairs. For the duration of the lease, Lessee agrees to maintain and pay for a service contract which meets the manufacturer's recommendations of the air conditioning and heating systems installed in the leased premises. Lessor shall not be obligated to repair minor settlement cracks on walls or floor of the leased premises, and shall not be responsible for the leaking of said walls due thereto or as the result of porosity thereof.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures, equipment, interior window coverings, and maintain furnishings therein, and the floor or floors of the Building on which the Premises is located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant’s failure to repair within five (5) days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, or (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant’s use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the Premises. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession (a) Landlord shall maintain in good operating order and keep in good repair and condition, in a manner consistent with the maintenance and operations standards employed by landlords of the PremisesComparable Buildings, Tenant as part of Basic Services shall be deemed limited to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment"i) which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, (ii) the exterior walls of the Building, including, without limitation, glass and glazing, (iii) the heatingroof, ventilation (iv) mechanical, electrical, plumbing, sprinkler, HVAC and life safety systems except for any lavatory, shower, toilet, wash basin and kitchen facilities that serve Tenant exclusively and were not part of the base Building core infrastructure and any supplemental heating and air conditioning equipment systems (including all plumbing connected to said facilities or systems located in the central cooling tower Premises), and control unit(v) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairsCommon Areas. Landlord shall also repair and replace not be deemed to have breached any obligation with respect to the HVAC equipment within condition of any part of the Premises during the initial Term. Any failure by Project unless Tenant has given to Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of any required repair and Landlord has not made such repair within a reasonable time following the need receipt by Landlord of such repairs notice. The foregoing notwithstanding: (i) Landlord shall not be required to repair damage to any of the foregoing to the extent caused by the negligence or maintenance willful misconduct of Tenant or it agents, employees or contractors, except to the extent covered by insurance carried by Landlord; and (ii) the obligations of Landlord pertaining to damage or destruction by casualty shall be governed by the provisions of Paragraph 9. Landlord shall have the right but not the obligation to undertake work of repair that Tenant is given required to perform under this Lease and that Tenant fails or refuses to perform in a timely and efficient manner. All costs incurred by Landlord in performing any such repair for the account of Tenant shall be repaid by Tenant to Landlord by Tenantwithin thirty (30) days of demand, together with an administration fee equal to ten percent (10%) of such costs. Except as expressly provided in paragraph 21 hereofParagraphs 9 and 12 of this Lease, there shall be no abatement of rent Rent and no liability of Landlord by reason of any injury to or interference with Tenant's ’s business arising from the making of any repairs, alterations, alterations or improvements in or to any portion of the Premises, the Building or Premises or in or to fixtures, appurtenances, and equipment thereinthe Project. Tenant waives the right to make repairs at Landlord's ’s expense under any law, statute, statute or ordinance now or hereafter in effecteffect (including the provisions of California Civil Code Section 1942 and any successive sections or statutes of a similar nature). (b) Tenant, at its expense, (i) shall keep the non-structural, interior portions of the Premises and all fixtures contained therein in a safe, clean and neat condition, and (ii) shall bear the cost of maintenance and repair, by contractors reasonably approved by Landlord, of all facilities which are not expressly required to be maintained or repaired by Landlord and which are located in the Premises, including, without limitation, lavatory, shower, toilet, wash basin and kitchen facilities, and supplemental heating and air conditioning systems (including all plumbing in the Premises connected to said facilities or systems installed by or on behalf of Tenant or existing in the Premises at the time of Landlord’s delivery of the Premises to Tenant and were not part of the base Building core infrastructure). Tenant shall make all repairs to the Premises not required to be made by Landlord under subparagraph (a) above with replacements of any materials to be made by use of materials of equal or better quality. Tenant shall do all decorating, remodeling, alteration and painting required by Tenant during the Lease

Repairs. a. By taking possession of the PremisesSubject to Force Majeure events (as defined in Article 35(A)), Tenant will, at its own expense and subject to the provisions of Article 8 of this Lease, keep the "Tenant Responsible Premises" (as defined below in this Article 7) in good repair and tenantable condition at all times during the Term of this Lease, and Tenant shall promptly and adequately repair all damages to the Tenant Responsible Premises (except reasonable wear and tear and as otherwise provided in Article 25 of this Lease) and replace or repair all damages or broken interior glass (including any glass demishing walls and signs thereon, fixtures and appurtences, under the cited supervision and with the approval of Landlord, and within any reasonable period of time specified by Landlord. If Tenant does not do so, ten (10) days after written notice from Landlord (or sooner in an emergency situation or other situation giving or threatening to give rise to damage to person or property exists), Landlord may, but need not, make such repairs or replacements and the amount paid by Landlord for such repairs and replacements (including Landlord's overhead and profit and the cost of general conditions at Landlord's then published rates) shall be deemed additional rent reserved under this Lease due and payable within thirty (30) days after delivery of a ▇▇▇▇ therefor by Landlord. Landlord may, but shall not be required so to have accepted do, enter the Premises at all reasonable times to make such repairs or alterations, improvements and additions, including but not limited to ducts and all other facilities for air conditioning service, as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant Landlord shall be responsible for replacing any damaged deem necessary or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible appropriate for the maintenancesafety, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration preservation or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition improvement of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of or any equipment located in the Building, and or as Landlord may be required to do by the heatingCity of Chicago or by the order or decree of any court or by any other governmental authority, ventilation and air conditioning equipment provided that Landlord gives Tenant prior notice (including the central cooling tower and control unitexcept in cases of an emergency) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if of any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements and additions in the Premises, and (except in cases of an emergency) so long as the performance of such work during ordinary business hours does not unreasonably interfere with Tenant's ability to conduct its business in the Premises. In the event Landlord or its agents or contractors shall elect or be required, in accordance with the preceding grammatical paragraph, to make repairs, alterations, improvements in or additions to any portion of the Premises or the Building or any equipment located in the Building, Landlord shall be allowed to take into and upon the Premises all material that may be required to make such repairs, alterations, improvements or additions and, during the continuance of any said work, to temporarily close doors, entryways, public space and corridors in the Building and to interrupt or temporarily suspend Building services and facilities without being deemed or held guilty of eviction of Tenant or for damages for Tenant's property, business or person, and the rent reserved herein shall in no way ▇▇▇▇▇ while said repairs, alterations, improvements or additions are being made, and Tenant shall not be entitled to maintain any off-set or counterclaim for damages of any kind against Landlord by reason thereof. Landlord may, at its option, make all repairs, alterations, improvements and additions in and about the Building and the Premises during ordinary business hours, so long as (except in case of an emergency) the performance of such work during ordinary business hours does not materially interfere with Tenant's access to the Premises or Tenant's ability to conduct its business in or to fixtures, appurtenancesthe Premises, and equipment therein. if such work during ordinary business hours is not of an emergency nature and does not materially interfere with Tenant's access to the Premises or Tenant's ability to conduct its business in the Premises and Tenant waives nonetheless desires to have the right to make repairs at Landlord's expense under same done during any law, statute, or ordinance now or hereafter in effectother hours Tenant shall pay for all overtime and additional expenses resulting therefrom.

Repairs. a. By taking possession Section 7.1 Save and except for the completion of incomplete items provided for in Article II, Section 2.5 hereof, and the completion of the PremisesDeferred Maintenance Items, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shallTenant, at Tenant's its sole cost and expense, from and after the Commencement Date and throughout the term of this Lease Agreement, shall take good care of the Demised Premises and all improvements erected thereon and shall keep the same in good order and condition, and make and perform all necessary routine maintenance and repairs thereof, interior and exterior, structural and nonstructural, ordinary and extraordinary, foreseen and unforeseen, of every nature, kind and description. When used in this Article VII, the term “repairs” shall include all necessary replacements, renewals, alterations, additions and betterments. All repairs made by Tenant shall be at least equal in quality and cost to the original work. The necessity for or adequacy of repairs shall be measured by the standards which are appropriate for buildings of similar construction and class, provided that Tenant shall in any event make all repairs necessary to avoid any structural damage or other damage or injury to the Building or other improvements erected on the Demised Premises. Landlord’s prior written consent shall be required for any Tenant repair, the cost of which exceeds $15,000. Landlord shall not unreasonably withhold or delay its consent to any such repair. Section 7.2 Tenant shall put, keep and maintain all portions of the Demised Premises and every part thereof the parking areas, sidewalks, curbs, entrances, passageways and all areas adjoining the same, in good condition a clean and repairorderly condition, ordinary wear free of dirt, rubbish, snow, ice and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused unlawful obstructions. Section 7.3 Other than warranty work required by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Termlaw, and any extended term, of once the heat pump units, thermostats Improvements and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this LeaseDeferred Maintenance Items have been completed, Landlord shall have no obligation whatsoever not be required to alterfurnish any services or facilities or to make any repairs or alterations in, remodelabout, improveor to the Demised Premises or any improvements erected thereon. After completion of the Improvements and the Deferred Maintenance Items, Tenant hereby assumes the full and sole responsibility for the condition, operation, repair, decoratereplacement, maintenance and management of the Demised Premises and improvements thereon. Section 7.4 Tenant shall not do or suffer to be done any waste or damage, disfigurement or injury to the Demised Premises, or paint any improvements erected thereon, or to the Premises fixtures or equipment therein, or permit or suffer to occur any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition overloading of the Premises floors or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions other use of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) improvements that would place an undue stress on any improvement or portion thereof beyond that for which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectfacility was designed.

Repairs. a. By taking possession of the Premises, Tenant Landlord shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear operating order and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows keep in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the good repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men’s and women’s washrooms, Building mechanical, electrical and telephone closets, and all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, “Building Structure”) and the heatingBase Building mechanical, ventilation electrical, life safety, plumbing, sprinkler systems, roof membrane and air conditioning equipment HVAC systems which were not constructed by Tenant Parties (collectively, the “Building Systems”) and the Project Common Areas. Subject to the terms of Article 11, Tenant shall be required to repair the Building Structure and/or the Building Systems to the extent caused due to Tenant’s negligence or willful misconduct, unless and to the extent such damage is covered by insurance carried or required to be carried by Landlord pursuant to Article 10 and to which the waiver of subrogation is applicable (such obligation to the extent applicable to Tenant as qualified and conditioned will hereinafter be defined as the “BS/BS Exception”). Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures, equipment, interior window coverings and furnishings therein, and the central cooling tower floor or floors of the Building on which the Premises is located, in good order, repair and control unit) which is located outside condition at all times during the Lease Term, but such obligation shall not extend to the Building Structure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, but such obligation shall not extend to the Building Structure and the Building Systems except pursuant to the BS/BS Exception, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant’s failure to repair within five (5) days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project, but not in excess of five percent (5%)) sufficient to reimburse Landlord for all overhead, general conditions, fees and other tenant's premises costs or which serves expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Landlord may, but shall not be required to, enter the common areasPremises at all reasonable times in accordance with the terms of Article 27 below to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the actexcept for (i) emergencies, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 (ii) repairs, alterations, improvements or improvements additions required by governmental or quasi-governmental authorities or court order or decree, or (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant’s use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the Premises. Tenant hereby waives any portion and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures, furnishings, and maintain systems and equipment within the Premises (or, provided that Landlord provides access to Tenant, any systems and equipment outside of the Premises but exclusively serving the Premises), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior reasonable approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedtear; provided however, that if Tenant fails to make such repairs within applicable notice and cure periods, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a management fee of five percent (5%) of such costs. Without limitation, Tenant shall be responsible for replacing any damaged or broken windows repair and maintenance of all electrical, plumbing, heating, ventilating and air-conditioning systems and other utility services serving the Premises from the Building connection point to the Premises (but only to the extent such electrical, plumbing, heating, ventilating and air-conditioning systems and other utility services serve Tenant exclusively and only to the extent that Landlord provides access to Tenant), and Tenant shall secure, pay for, and keep in the Premises, unless such damage or breakage is caused force contracts with appropriate and reputable service companies reasonably approved by Landlord's employees or contractors. Tenant is responsible Landlord providing for the maintenance, during regular maintenance of such systems. Notwithstanding the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Leaseforegoing, Landlord shall have no obligation whatsoever be responsible for repairs to alterthe exterior walls, remodel, improve, repair, decorate, or paint the Premises or any part thereof, foundation and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition roof (including roof membrane) of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain Building, the structural portions of the floors of the Building, and the heatingbase building systems and equipment of the Building and Common Areas, ventilation and air conditioning equipment (including all portions of the central cooling tower and control unit) which is located Project outside the Premises and not exclusively leased to other tenant's premises tenants, except to the extent that such repairs are required due to the negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse only be obligated to pay any deductible in connection therewith. Subject to the terms of Article 27, below, Landlord for the cost of such maintenance and repairs. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times and upon reasonable prior notice to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion of equipment located in the Building Project as Landlord shall desire or Premises deem necessary or in as Landlord may be required to do by governmental or to fixtures, appurtenances, and equipment thereinquasi-governmental authority or court order or decree. Tenant hereby waives the and releases its right to make repairs at Landlord's ’s expense under Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, statute or ordinance now or hereafter in effect. Tenant’s obligation hereunder shall include maintenance and repair of all telecommunications wire and cabling with the Building’s network cabling.

Repairs. a. By taking possession (a) Landlord shall make all necessary repairs, maintenance or replacements to the Premises arising from faulty material used or defective workmanship employed in the construction of the PremisesPremises or Landlord's Work, Tenant and Landlord shall be deemed responsible for enforcing all warranties to have accepted be obtained in connection with Landlord's Work pursuant to the Premises "Final Plans and Specifications" (as being defined in goodExhibit C) and make all necessary repairs, sanitary order, condition, and repairmaintenance or replacements required thereunder. Tenant shallLandlord, at Tenant's its sole cost and expense, agrees to keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. make all necessary maintenance, repairs or replacements to, the roof and structural portions of the Building. (b) Subject to Landlord's obligations under Sections 14 and 15(a) above and Section 17 below, Tenant shall be responsible for replacing any damaged maintain the Premises in a clean, safe and sanitary condition and in good condition and repair take good care thereof, suffer no waste or broken windows in injury thereto, and at the expiration of the Term of this Lease, surrender the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for broom clean, in the maintenance, during the Term, same order and any extended term, of the heat pump units, thermostats and other equipment condition in which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon is on the expiration or sooner termination of this Lease surrender the Premises to Landlord in good conditionCommencement Date, ordinary wear and tear and damage by fire or other casualty (subject to the provisions of Section 14) excepted. Except . (c) In the event that Tenant makes any upgrades, repairs or replacements to the Premises of a capital nature (i.e., any such upgrades, repairs or replacements which add to the value of the Premises or extend the useful life of the improvements on the Premises) for any reason, including without limitation, by reason of changes in applicable law or as specifically provided in an addenduma result of the deterioration of a component of the improvements due to normal wear and tear or frequency of repairs, if any, to Landlord agrees that upon the expiration or earlier termination of this Lease, Landlord shall have no obligation whatsoever to alterreimburse Tenant, remodelon a straight line basis, improvewithout interest, repairfor the unamortized costs borne by Tenant of such upgrades, decoraterepairs and replacements based upon the anticipated useful life of such upgrades and replacements as determined below. To facilitate reimbursement, or paint at the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition time of the Premises completion of such upgrades or replacements, Landlord and Tenant shall agree, in writing, upon the Building except as specifically herein set forth. b. anticipated useful life of each capital upgrade or replacement. If Landlord and Tenant are unable to agree, they shall repair submit the determination of anticipated useful life to an independent, unaffiliated arbitrator to be chosen and maintain to conduct the structural portions determination pursuant to the Commercial Rules of the BuildingAmerican Arbitration Association, whose decision shall be final and binding upon the heating, ventilation and air conditioning equipment (including parties. The parties shall equally bear the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost costs of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectarbitrator.

Repairs. a. By taking possession (a) Landlord shall maintain in good order and repair (as compared to other first-class properties of similar quality in the area of the Building), subject to normal wear and tear and subject to casualty and condemnation, the Building (excluding the Demised Premises and other portions of the Building leased to other tenants), the Building parking facilities, the public areas and the landscaped areas. Notwithstanding the foregoing obligation, the cost of any repairs or maintenance to the foregoing necessitated by the intentional acts or gross negligence of Tenant or its agents, contractors, employees, invitees, licensees, tenants or assigns, shall be borne solely by Tenant and shall be deemed Rent hereunder and shall be reimbursed by Tenant to Landlord within thirty (30) days of written demand. Landlord shall not be required to make any repairs or improvements to the Demised Premises except structural repairs necessary for safety and tenantability. Landlord shall keep in good order and repair the roof, floor slab, gutters, downspouts, drains and leaders, load bearing structures and exterior walls of the Premises, Tenant shall be deemed all utility lines and systems up to have accepted their point of entry into the Premises, and all lines and systems within the Premises as being in goodthat do not exclusively serve the Premises. (b) Tenant covenants and agrees that it will take good care of the Demised Premises and all alterations, sanitary order, condition, additions and repair. Tenant shall, at Tenant's sole cost improvements thereto and expense, will keep and maintain the Premises and every part thereof same in good condition and repair, ordinary except for normal wear and tear exceptedtear. Tenant shall be responsible for replacing any damaged or broken windows as soon as reasonably practical report, in the Premiseswriting, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord any defective or dangerous condition known to Tenant. To the fullest extent permitted by law, Tenant hereby waives all rights to make repairs at the expense of Landlord as may be provided by any law, statute or ordinance now or hereafter in good condition, ordinary wear and tear exceptedeffect. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have has no obligation whatsoever and has made no promise to alter, remodel, improve, repair, decorate, decorate or paint the Demised Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically and expressly herein set forth. b. (c) Notwithstanding anything to the contrary provided in this Lease, Landlord shall repair make all necessary repairs and maintain replacements to the structural portions fire protection sprinklers and systems serving the Demised Premises, all utility lines and systems up to their point of entry into the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Demised Premises and all pipes, conduits, wires and other tenant's premises or lines running through the Demised Premises which serves do not exclusively serve the common areas; providedDemised Premises, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for with the cost of such maintenance thereof bring an Operating Expense, to the extent and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense chargeable under any law, statute, or ordinance now or hereafter in effectArticle 9 herein.

Repairs. a. By taking possession Sublessee shall promptly make all repairs to the Subleased ------- Premises not required to be made by Master Landlord pursuant to the Master Lease, including, but not limited to special items and equipment installed by or on behalf of Sublessee. Sublessee shall pay for any repairs to the Subleased Premises or the Building made necessary by any act, neglect, misuse or omission of duty by Sublessee 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 by Sublessee, or any of them, and will maintain the Subleased Premises, Tenant shall be deemed and will leave the Subleased Premises upon termination of this Sublease, in a safe, clean, neat and sanitary condition. If Sublessee fails to have accepted maintain the Subleased Premises as being in good, sanitary good order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear Sublessor shall give Sublessee notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Sublessee fails to promptly commence such work and tear excepteddiligently prosecute it to completion, Sublessor shall have the right to do such acts and expend such funds at the expense of Sublessee as are reasonably required to perform such work. Tenant shall be responsible for replacing Prior to commencing any damaged item of repair or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment maintenance work which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option connected to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the or may affect any structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixturesany of its basic systems (including, appurtenanceswithout limitation, air conditioning, heating, plumbing, electrical, and equipment therein. Tenant waives the right to make repairs at light fixtures), Sublessee shall notify Master Landlord and Sublessor and obtain Master Landlord's expense and Sublessor's prior written approval of the contractor who will perform such work. Master Landlord or Sublessor may elect to perform the required work at Sublessee's cost. All amounts payable by Sublessee to Sublessor pursuant to this Section 10 shall be ---------- paid as Additional Rent within ten (10) days after Sublessor delivers to Sublessee invoices or cancelled checks evidencing such payment obligations. 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"). Sublessee shall notify both Master Landlord and Sublessor 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 Sublessor shall have under any lawthe Master Lease, statuteSublessor shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or ordinance now or hereafter in effect(ii) permit Sublessee, with Sublessor's reasonable cooperation, to enforce Master Landlord's repair obligations under the Master Lease.

Repairs. a. By taking possession of the Premises, (a) Tenant shall be deemed to have accepted keep the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof (including all Fixtures) in good condition and, upon expiration or earlier termination of the Term, shall, subject to the terms and repairconditions of Section 5.03(d) herein, ordinary surrender the same to Landlord in the same condition as when first occupied, reasonable wear and tear excepted. Tenant Tenant’s obligation shall include the obligation to repair all damage caused by Tenant, its agents, employees, invitees and licensees to the equipment and other installations in the Premises or anywhere in the Building. Any maintenance, repair or replacement to the windows (including any solar film attached thereto), the Building systems, the Building’s structural components or any areas outside the Premises and which is Tenant’s obligation to perform shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused performed by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extendLandlord at Tenant’s expense. Tenant shall upon the expiration not commit or sooner termination of this Lease surrender the Premises allow to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, be committed any waste or damage to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition portion of the Premises or the Building except as specifically herein set forthBuilding. b. (b) Landlord shall repair at all times operate and maintain the structural portions Building in accordance with the standards that are customarily followed in the operation and maintenance of First-Class Office Buildings (the “Standard”). (c) Landlord shall use reasonable efforts to minimize interference with Tenant’s use and occupancy of the BuildingPremises in making any repairs, alterations, additions or improvements to the Building or in the cleaning and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areasmaintenance thereof; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord have no obligation to employ contractors or labor at so-called overtime or other premium pay rates or to incur any other overtime costs or expenses whatsoever, except that Landlord, at its expense shall employ contractors or labor at so-called overtime or other premium pay rates if necessary to make any such repairs repair required to be made by it hereunder to remedy any condition that either (i) results in a denial of access to the Premises and/or (ii) except in the case of a fire or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice other casualty, precludes Tenant from conducting its business from more than thirty percent (30%) of the need of such repairs Premises. In all other cases, at Tenant’s request, Landlord shall employ contractors or maintenance is given to Landlord by Tenant. Except as provided labor at so-called overtime or other premium pay rates and incur any other overtime costs or expenses in paragraph 21 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, additions or improvements in or to any portion of the Building or Premises or in or extent it is practicable to fixtures, appurtenancesdo so, and equipment therein. Tenant waives shall pay to Landlord, as additional rent, within twenty (20) days after demand, an amount equal to the right to make repairs at Landlord's expense under any law, statute, difference between the overtime or ordinance now or hereafter in effectother premium pay and straight time pay.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant Lessee shall, at its expense, take good care of the premises, which includes, but is not limited to, all electrical, plumbing, heating, air conditioning and other mechanical or machinery installations therein; all doors, as well as all plate glass doors and windows, fixtures and appurtenances therein, and shall make all repairs, alterations, replacements and modifications necessary to keep them in as good working order and condition, using material and labor of a kind and quality equal to the original work, as they were upon commencement of this Lease, including structural repairs when those are necessitated by the act, omission or negligence of Lessee or its agents, employees or invitees. The exterior walls of the Building, the windows and the portions of all window ▇▇▇▇▇ outside same are not part of the premises demised by this Lease, and Lessor hereby reserves all rights to such parts of the Building. Tenant shall not abandon or vacate the Demised Premises, shall not permit, license or suffer the occupancy of any other party in the Demised Premises and shall keep the Demised Premises and sidewalks, service-ways and loading areas adjacent to the Demised Premises neat, clean and free from dirt, rubbish, insects and pests at all times and store all trash and garbage within the Demised Premises, arranging for a regular pick up of such garbage and trash at Tenant's ’s expense. Tenant shall store all trash and garbage within the area designated by Landlord for such trash pick up and removal and only the receptacles of the size, design and color from time to time prescribed by Landlord. Tenant shall not operate an incinerator or burn trash or garbage within the Center. Tenant agrees, at Tenant’s sole cost and expenseexpense (i) to comply promptly and fully with all present and future governmental laws, keep ordinances, orders, rules and maintain regulations affecting the Premises and/or Tenant’s use thereof, including without limitation, the Americans with Disabilities Act, 42, U.S.C. Section 12111, et. Seq., as amended, and/or the cleanliness, safety, occupancy and use of the same; and (ii) be and remain authorized to do business in the state in which the Center is located. Tenant shall make no alternations or additions to the Premises or erect any exterior signs other than a building standard Tenant sign (if any) provided by Landlord or as may be made with Landlord’s prior written consent which consent shall not be unreasonably withheld. All alterations or additions made with such consent shall be part of the Premises and every part thereof in good condition and repairthe property of Landlord, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in subject to the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination terms of this Lease surrender unless otherwise provided by the instrument of consent. Tenant’s trade fixtures, equipment or other personal property placed on the Premises to Landlord may be removed by Tenant at any time during the Rental Term; but if installation of any of same in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of on the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain removal therefrom of any thereof could deface structurally alter the structural portions of the BuildingPremises, and the heatingLandlord’s written consent to installation must first be procured and, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside upon removal, all any damage to the Premises and other tenant's premises or which serves caused thereby shall be fully repaired promptly by Tenant at Tenant’s expense. There shall be no outside storage of any kind whatsoever. Notwithstanding anything to the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or inviteescontrary contained herein, Tenant shall reimburse Landlord not be responsible for roof or structural maintenance except to the cost of such maintenance and repairs. Landlord shall also repair and replace extent the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord same may be occasioned by Tenant. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect’s negligence.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including all improvements, fixtures, equipment, window coverings, and maintain furnishings therein, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant's own expense but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part replace or repair all damaged or broken fixtures and appurtenances; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof in good condition (to be uniformly established for the Building) sufficient to reimburse Landlord for all overhead, general conditions, fees and repairother costs or expenses arising from Landlord's involvement with such repairs and replacements forthwith upon being billed for same. Notwithstanding the foregoing, ordinary wear and tear excepted. Tenant Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building (collectively, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside "Base Building"), except to the Premises and other tenant's premises extent that such repairs are required due to the negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant's expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord's insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements and additions to the Premises or improvements in to the Building or to any portion of equipment located in the Building as Landlord shall desire or Premises deem necessary or in as Landlord may be required to do by governmental or to fixturesquasi-governmental authority or court order or decree; provided, appurtenanceshowever, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any lawexcept for (i) emergencies, statute(ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, or ordinance now (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, or hereafter in effectaccess to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises.

Repairs. a. By taking possession LANDLORD shall not be required to keep any portion of the Premises, Tenant Leased Premises in proper repair. Any work on the structural portions of the Leased Premises required for any reason will be performed at the expense of TENANT. Structural portions shall be deemed to have accepted defined as bearing walls, beams, roofs and the outside portions of the Leased Premises. TENANT will keep inside portions of the Leased Premises as being in goodgood repair including, sanitary but not limited to, all electrical, plumbing, heating, air conditioning (which shall include normal replace of heating and air conditioning filters at least once a year), signs and other mechanical installation in good order, conditioncondition and repair at TENANT’S expense and will surrender the Leased Premises at the expiration of the term, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in as good condition and repairas when received, excepting ordinary wear and tear exceptedand damage by fire or insured casualty. Tenant When used in this paragraph, the term “repair” shall be responsible for replacing any damaged or broken windows in include replacements and renewals when necessary to maintain the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, Leased Premises and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is improvements located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord thereon in good order and condition, ordinary wear and tear excepted. Except except as specifically expressly provided in an addendum, if any, to this Lease, Landlord above LANDLORD shall have no obligation whatsoever to alter, remodel, improve, repair, decoratemaintain, alter or paint modify the Leased Premises or any part thereof, and or any plumbing, heating, electrical, air conditioning or other mechanical installation therein. Upon the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition commencement of the Premises term of this Lease, LANDLORD will assign to TENANT any original warranties or guarantees obtained from manufacturers or installers for heating and air conditioning units or facilities within the Building except as specifically herein set forth. b. Landlord shall Leased Premises. TENANT agrees to be solely responsible for and thereafter to repair and to maintain the structural portions of the BuildingLeased Premises to or on which TENANT has caused any work to be done or alteration made. TENANT will obtain from reliable companies and keep in force, the typical service contracts of such companies providing for the inspection and servicing of the heating, ventilation heating and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; providedequipment. All repairs, however, that if any such maintenance and repairs are necessitated in any part or in whole and/or replacements made by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant TENANT shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice be of the need of such repairs or maintenance is given to Landlord by Tenant. Except same quality, design and class as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectoriginal work.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant Lessee shall, at Tenant's its expense, take good care of the premises, which includes, but is not limited to, all electrical, plumbing, heating, air conditioning and other mechanical or machinery installations therein; all doors, as well as all plate glass doors and windows, fixtures and appurtenances therein, and shall make all repairs, alterations, replacements and modifications necessary to keep them in as good working order and condition, using material and labor of a kind and quality equal to the original work as they were upon commencement of this Lease, including structural repairs when those are necessitated by the act, omission or negligence of Lessee or its agents, employees or invitees, The exterior walls of the Building, the windows and the portions of all window ▇▇▇▇▇ outside same are not part of the premises demised by this Lease, and Lessor hereby reserves all rights to such parts of the Building. For any existing HVAC repair cost greater than Five Hundred ($500.00) Dollars per unit, per occurrence, Lessee shall pay the first Five Hundred ($500.00) Dollars and Landlord shall pay the balance. Any required existing HVAC unit replacements shall be at the sole expense of Landlord. Lessee shall not abandon or vacate the Demised Premises, shall not permit, license or suffer the occupancy of any other party in the Demised Premises and shall keep the Demised Premises and sidewalks, service-ways and loading areas adjacent to the Demised Premises neat, clean and free from dirt, rubbish, insects and pests at all times and store all trash and garbage within the Demised Premises, arranging for a regular pick up of such garbage and trash at Lessee’s expense. Lessee shall store all trash and garbage within the area designated by Lessor for such trash pick-up and removal and only the receptacles of the site, design and color from time to time prescribed by Lessor. Lessee shall not operate an incinerator or burn trash or garbage within the Building Project. Lessee agrees, at Lessee’s sole cost and expenseexpense (i) to comply promptly and fully with all present and future governmental laws, keep ordinances, orders, rules and maintain regulations affecting the Premises and/or Lessee’s use thereof, including without limitation, the Americans with Disabilities Act, 42, U.S.C. Section 12111, et. Seq., as amended, and/or the cleanliness, safely, occupancy and use of the same; and (ii) be and remain authorized to do business in the state in which the Building Project is located. Lessee shall make no alternations or additions to the Premises or erect any exterior signs other than a building standard Lessee sign (if any) provided by Lessor or as may be made with Lessor’s prior written consent which consent shall not be unreasonably withheld. All alterations or additions made with such consent shall be part of the Premises and every part thereof in good condition and repairthe property of Lessor, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in subject to the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination terms of this Lease surrender unless otherwise provided by the instrument of consent. Lessee’s trade fixtures, equipment or other personal property placed on the Premises to Landlord may be removed by Lessee at any time during the Rental Term; but if installation of any of same in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of on the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain removal therefrom of any thereof could deface structurally alter the structural portions of the BuildingPremises, and the heatingLessor’s written consent to installation must first be procured and, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside upon removal, all damage to the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole caused thereby shall be fully repaired promptly by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairsLessee at Lessee’s expense. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there There shall be no abatement of rent and no liability of Landlord by reason outside storage of any injury kind whatsoever. Notwithstanding anything to the contrary contained herein, Lessee shall not be responsible for roof or interference with Tenant's business arising from structural maintenance except to the making of any repairs, alterations, or improvements in or to any portion of extent the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectsame may be occasioned by Lessee’s negligence.

Repairs. a. By taking possession Supplementing the provisions of Article 4 of this lease: ------- Owner shall maintain and repair the public portions of the PremisesBuilding, both exterior and interior (excluding the exterior and interior of all windows, plate glass, showcases, doors, door frames and bucks). Tenant, throughout the term of this lease, shall take good care of the demised premises, the fixtures and appurtenances therein (including, without limitation, the sprinkler system and any other equipment installed y Tenant shall be deemed to have accepted in accordance with the Premises as being in good, sanitary order, conditionprovisions of Article 29 hereof, and repair. Tenant shallall installations required for the furnishing to the demised premises of the services enumerated in Article 51 hereof), and the store front and entrance doors thereto and, at Tenant's sole cost and expense, keep shall clean the sidewalks and maintain curbs adjacent to the Premises demised premises and every part thereof make all non- structural repairs thereto and to the demised premises (including the exterior and interior of all windows, plate glass, showcases, doors, door frames and bucks) as and when needed to preserve the same in good condition working order and repaircondition. Notwithstanding the foregoing, ordinary wear all damage or injury to the demised premises or to any other part of the Building, or to its fixtures, equipment and tear exceptedappurtenances, or to the sidewalks or curbs adjacent to the demised premises, whether requiring structural or non-structural repairs, caused by or resulting from (i) the moving of Tenant's fixtures, furniture and equipment or (ii) any act, omission, neglect or improper conduct of, or alterations made by, Tenant, Tenant's servants, employees, invitees or licensees, shall be repaired promptly, either by Owner at Tenant's sole cost and expense, or, at Owner's option, by Tenant at Tenant's sole cost and expense, to the satisfaction of Owner. All the aforesaid repairs shall be of a quality or class equal to the original work or construction and shall be made in accordance with the provisions of Articles 3 and 49 hereof. If Tenant, within 20 days following written notice by Owner, fails to commence the performance of any repairs required to be made by Tenant hereunder or if Tenant thereafter fails to diligently prosecute the performance of such repairs to full completion, the same may be made by owner, and the expenses thereby incurred by Owner shall be collectible as Additional Charges. Tenant shall be responsible for replacing give Owner prompt notice f any damaged defective condition in any mechanical, electric, sanitary, plumbing, utility or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment service system ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof) located in, servicing or passing through the demised premises and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord Owner shall thereafter repair and maintain the structural portions of the Buildingsuch condition, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; providedsubject, however, that if any such maintenance to the further provisions of this lease. The water and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance wash closets and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance other plumbing fixtures shall not constitute a breach hereof unless such failure shall persist be used for an unreasonable time after written notice of the need of such repairs any purposes other than those for which they were designed or maintenance is given to Landlord by Tenant. Except as provided in paragraph 21 hereofconstructed, there and no sweepings, rubbish, rags, acids or other substances 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 Premises or in or to fixtures, appurtenances, and equipment deposited therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall7.1 Tenant, at Tenant's its sole cost and expense, throughout the term of this Lease Agreement, shall take good care of the Demised Premises (including any improvements hereafter erected or installed on the Land), and shall keep and maintain the Premises and every part thereof same in good order and condition and repairshall make and perform all maintenance and replacements thereof and all necessary repairs thereto, interior and exterior, structural and nonstructural, ordinary wear and tear exceptedextraordinary, foreseen and unforeseen, of every nature, kind and description which are necessary for the continued operation of Renaissance Fairs on the Demised Premises. All repairs made by Tenant shall be responsible made by Tenant in accordance with all laws, ordinances and regulations whether heretofore or hereafter enacted. The necessity for replacing or adequacy of maintenance and repairs shall be measured by the standards which are appropriate for improvements of similar construction and class, provided that Tenant shall in any damaged or broken windows in the Premises, unless such event make all repairs necessary to avoid any structural damage or breakage is caused by Landlord's employees other damage or contractorsinjury to the Improvements. 7.2 Landlord shall not be required to furnish any services or facilities or to make any repairs or alterations in, about or to the Demised Premises or any improvements hereafter erected thereon. Tenant is responsible hereby assumes the full and sole responsibility for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improveoperation, repair, decoratereplacement, or paint maintenance and management of the Demised Premises or any part thereofand all improvements hereafter erected thereon, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if hereby waives any such maintenance and repairs are necessitated in rights created by any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance law now or hereafter in effectforce to make repairs to the Demised Premises or improvements hereafter erected thereon at Landlord's expense. 7.3 Tenant shall not do or suffer any waste or damage, disfigurement or injury to the Demised Premises, or any improvements hereafter erected thereon, or to the fixtures or equipment therein.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the reasonable cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times and upon reasonable notice (if possible) to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the PremisesBuilding, including the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), fire stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, men's and women's washrooms, Building mechanical, electrical and telephone closets, and all common and public areas (collectively, "Building Structure") and the Base Building mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems which were not constructed by Tenant Parties (collectively, the "Building Systems") and the Common Areas. Notwithstanding anything in this Lease to the contrary, Tenant shall be deemed required to have accepted repair the Building Structure and/or the Building Systems to the extent caused due to Tenant's use of the Premises for other than normal and customary business office operations, unless and to the extent such damage is covered by insurance carries or required to be carried by Landlord pursuant to Article 10 and to which the waiver of subrogation is applicable (such obligation to the extent applicable to Tenant as being in good, sanitary order, condition, qualified and repairconditioned will hereinafter be defined as the "BS/BS Exception"). Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term, but such obligation shall not extend to the Building Structure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant's own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, but such obligation shall not extend to the Building Structure and the Building Systems except (i) pursuant to the BS/BS Exception, and/or (ii) for damage caused by ordinary wear and tear excepted. or beyond the reasonable control of Tenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant's failure to repair within five (5) days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be responsible uniformly established for replacing any damaged or broken windows the Building and/or the Project, and to be reasonably consistent with similar percentages paid for such services by tenant in the PremisesComparable Buildings) sufficient to reimburse Landlord for all overhead, unless such damage general conditions, fees and other costs or breakage is caused by expenses paid to third parties arising from Landlord's employees or contractorsinvolvement with such repairs and replacements forthwith upon being billed for same. Tenant is responsible for the maintenance. Landlord may, during the Termbut shall not be required to, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within enter the Premises during any extended term if Tenant exercises its option at all reasonable times to extend. Tenant shall upon the expiration make such repairs, alterations, improvements or sooner termination of this Lease surrender the Premises additions to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or to the Project or to any part thereof, and equipment located in the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except Project as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises desire or which serves the common areasdeem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the actexcept for (i) emergencies, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 (ii) repairs, alterations, improvements or improvements in additions required by governmental or to any portion of the Building quasi-governmental authorities or Premises court order or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statutedecree, or ordinance now or hereafter (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in effect.a manner so as not to

Repairs. a. By Subject to Tenant's right to inspect the Premises prior to occupancy thereof and submit a "punch list" to Landlord in accordance with Paragraph 32.b of this Lease and to latent defects, by taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, condition and repair. Subject to Landlord's maintenance, repair and replacement obligations set forth in this Lease, Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, damage thereto from causes beyond the reasonable control of Tenant and ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premisesshall, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease hereof, surrender the Premises to the Landlord in good condition, ordinary wear and tear and damage from causes beyond the reasonable control of Tenant excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, decorate or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and including the roof, basic plumbing, air conditioning, heating, ventilation and air conditioning equipment (including the central cooling tower electrical and control unit) which is located outside the Premises sprinkler systems installed or furnished by Landlord, and other tenant's premises or which serves the common areas; providedany latent defects thereof, howeverin good order, that if any condition and repair, unless such maintenance and repairs are necessitated caused in any part or in whole by the act, neglect, fault, fault or omission of any duty by the Tenant, its agents, servants, employees, contractors, licensees employees or invitees, in which case Tenant shall reimburse pay to Landlord for the reasonable cost of such maintenance and repairs. The cost of all such repairs (except repairs of structural defects) shall be included in Operating Expenses as provided in Article 7 hereof. In the event Landlord fails to perform its maintenance or repair obligations hereunder, Tenant shall notify Landlord to do such acts as are required to fulfill its maintenance and repair obligations. In the event Landlord fails to commence such work promptly upon demand by Tenant, and diligently prosecute it to completion, or in the event of an emergency, then Tenant shall have the right, but shall not be required, to do such acts and expend such funds as are reasonably required to perform such work. In the event that any of such repairs, maintenance or replacement was not properly chargeable to Tenant as an Operating Expense, or should have been paid through the reserve account established by Landlord, then upon completion of such work, Landlord shall also repair reimburse to Tenant all necessary and replace reasonable costs thereof within 10 days following receipt of an invoice from Tenant. If Landlord fails to reimburse Tenant within such 10 day period, interest shall accrue on the HVAC equipment within unpaid invoiced costs at the Premises during rate of 4% over the initial Term. Any failure Prime Rate then being charged by Landlord Colorado Business Bank of Boulder, or its successor, and Tenant shall be entitled to make any offset such repairs or to perform any maintenance shall not constitute a breach hereof 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 Tenantunpaid amounts against future Rent. Except as provided herein or as otherwise set forth in paragraph 21 hereofthis Lease, and subject to the provisions of Article 21, there shall be no abatement of rent 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, alterations or improvements in or to any portion of the Building or the Premises or in or to fixtures, appurtenances, appurtenances and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession Landlord shall, at Landlord’s expense, maintain and repair the Building (including the Building systems) and the Land, except to the extent of Tenant’s responsibility set forth in this Article. Tenant shall, at Tenant’s expense, subject to the provisions of this lease, including Article 5, as if part of Tenant’s Work, maintain and repair the Premises (including any lavatories within the Premises) and all Building systems within and serving only the Premises, subject to reasonable wear and tear and damage for which Tenant is not responsible pursuant to this lease. If the Premises are on street level with an entry from the street directly into the Premises, Tenant shall, at Tenant’s expense (a) maintain and repair the sidewalks abutting the Premises and (b) keep those sidewalks free of rubbish, snow, ice and other obstructions, and otherwise in a safe and clean condition, subject to reasonable wear and tear and damage for which Tenant is not responsible pursuant to this lease. Subject to Section 13.4, all damage to the Building (including the Building systems) or the Land resulting from any act or omission of Tenant or Tenant’s employees or contractors, shall be deemed repaired, at Tenant’s expense, by Tenant to have accepted the reasonable satisfaction of Landlord or, at Landlord’s option, by Landlord. Tenant shall give prompt notice to Landlord if any portion of the Premises as being in good, sanitary order, condition, and or any Building system within the Premises requires repair. Tenant shall, at Tenant's sole cost and ’s expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment cause vermin within the Premises during any extended term if Tenant exercises its option to extendbe exterminated (as reasonably required by Landlord). Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever liability to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent the Rent and no liability there shall not be deemed to be any actual or constructive eviction of Landlord by reason of any injury to or interference with Tenant's business Tenant arising from the making of Landlord performing any repairs, alterations, repairs or improvements in or other work to any portion of the Building or (including the Premises or the Building systems). Landlord shall perform such repairs or other work in a manner which minimizes interference with the conduct of Tenant’s business in the Premises and damage to the Premises, Tenant’s Work and Tenant’s Property (all of which shall promptly be repaired by Landlord, at its expense), but Landlord is not required to employ overtime labor or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectincur additional expenses.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shallwill, at Tenant's sole cost and ’s own expense, keep and maintain the Premises and every part thereof in good order, repair and condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, at all times during the Term, and any extended termTenant shall promptly and adequately repair all damage to the Premises and replace or repair all damaged or broken fixtures and appurtenances, under the supervision and subject to the approval of the heat pump unitsLandlord, thermostats and within any reasonable period of time specified by the Landlord. If the Tenant does not do so after five (5) days written notice to Tenant, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building) sufficient to reimburse Landlord for all, fees and other equipment which is associated costs or expenses arising from Landlord’s involvement with the heatingsuch repairs and replacements, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premisesforthwith upon being billed for same. Tenant is responsible for the repair and replacement of the HVAC equipment within Landlord may, but shall not be required to, enter the Premises during any extended term if Tenant exercises its option at all reasonable times to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender make such repairs, alterations, improvements and additions to the Premises or to the Building or to any equipment located in the Building as Landlord in good condition, ordinary wear and tear exceptedshall desire or deem necessary or as Landlord may be required to do by governmental authority or court order or decree. Except as specifically provided otherwise set forth in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever not under any circumstances be required to alter, remodel, improve, repair, decoratebuild any improvements on the Premises, or paint to make any repairs, replacements, alterations, or renewals of any nature or description to the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition interior of the Premises or to any of the existing improvements therein, whether interior or exterior, ordinary or extraordinary, structural or non-structural, foreseen or unforeseen, or to make any expenditure whatsoever in connection with this Lease or to inspect or maintain the Premises in any way, except as expressly set forth as follows: (a) the replacement of any roof on a building at the Premises as required, (b) repair and/or replacement of any load-bearing walls and exterior walls on buildings at the Premises as required, (c) any repair/replacement of Building mechanical systems as required, and (d) any repair/replacement of the Building except as specifically herein set forth. b. foundation and all other structural repairs. Landlord shall not be required to make any such repair or replacement where such repair or replacement is necessitated by any action, willful misconduct, omission, non-action, or negligence of Tenant or Tenant’s agents, employees, customers, invitees, or contractors or caused by unlawful breaking and maintain the structural portions entering. Landlord shall not be deemed in breach of the Buildingthis Lease unless Landlord fails within a reasonable time to perform an obligation required to be performed by Landlord. For purposes of this Section 7, and except in the heatingcase of an emergency, ventilation and air conditioning equipment a reasonable time shall in no event be less than ten (including the central cooling tower and control unit10) which is located outside the Premises and other tenant's premises or which serves the common areasdays after receipt by Landlord of written notice specifying wherein such obligation of Landlord has not been performed; provided, however, that if any the nature of Landlord’s obligation is such maintenance that more than ten (10) days after such notice are reasonably required for its performance, then Landlord shall not be in breach of this Lease if performance is commenced within such ten (10) day period and repairs are necessitated thereafter diligently pursued to completion. Notwithstanding anything herein to the contrary, in any part or addition to and not in whole by the actlimitation of Tenant’s remedies, neglectif Landlord shall be deemed in breach of this Section 7, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, then Tenant shall reimburse be entitled to Rent abatement until such breach is cured and Tenant shall have no claim against Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord damages suffered 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 Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectsuch breach.

Repairs. a. By taking possession (a) Landlord shall keep the Common Areas of the Premises, Tenant shall be deemed Building and the Project in a clean and neat condition. Subject to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment subparagraph ("HVAC equipment"b) which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Leasebelow, Landlord shall have no obligation whatsoever to altermake all necessary repairs, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition within a reasonable period following receipt of notice of the Premises or need therefor from Tenant, to the Building except as specifically herein set forth. b. Landlord shall repair exterior walls, exterior doors, exterior locks on exterior doors and maintain the structural portions windows of the Building, and to the heating, ventilation Common Areas and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises to public corridors and other public areas of the Project not constituting a portion of any tenant's ’s premises or which serves and shall use reasonable efforts to keep all Building standard equipment used by Tenant in common with other tenants in good condition and repair and to replace same at the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost end of such maintenance equipment’s normal and repairs. Landlord shall also repair useful life, reasonable wear and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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 Tenanttear and casualty loss excepted. Except as expressly provided in paragraph 21 hereofParagraph 9 of this Lease, there shall be no abatement of rent Rent and no liability of Landlord by reason of any injury to or interference with Tenant's ’s business arising from the making of any repairs, alterations, alterations or improvements in or to any portion of the Premises, the Building or Premises or in or to fixtures, appurtenances, and equipment thereinthe Project. Tenant waives the right to make repairs at Landlord's ’s expense under any law, statute, statute or ordinance now or hereafter in effect. (b) Tenant, at its expense, (i) shall keep the Premises and all fixtures contained therein in a safe, clean and neat condition, and (ii) shall bear the cost of maintenance and repair, by contractors selected by Landlord, of all facilities which are not expressly required to be maintained or repaired by Landlord and which are located in the Premises, including, without limitation, lavatory, shower, toilet, wash basin and kitchen facilities, and supplemental heating and air conditioning systems (including all plumbing connected to said facilities or systems installed by or on behalf of Tenant or existing in the Premises at the time of Landlord’s delivery of the Premises to Tenant). Tenant shall make all repairs to the Premises not required to be made by Landlord under subparagraph (a) above with replacements of any materials to be made by use of materials of equal or better quality. Tenant shall do all decorating, remodeling, alteration and painting required by Tenant during the Lease Term. Tenant shall pay for the cost of any repairs to the Premises, the Building or the Project made necessary by any gross negligence or willful misconduct of Tenant or any of its assignees, subtenants, employees or their respective agents, representatives, contractors, or other persons permitted in or invited to the Premises or the Project by Tenant. If Tenant fails to make such repairs or replacements within thirty (30) days after written notice from Landlord, Landlord may at its option make such repairs or replacements, and Tenant shall upon demand pay Landlord for the cost thereof, together with an administration fee equal to five percent (5%) of such costs. (c) Upon the expiration or earlier termination of this Lease, Tenant shall surrender the Premises in a safe, clean and neat condition, normal wear and tear excepted. Prior to the expiration or earlier termination of this Lease, Tenant shall remove from the Premises (i) all trade fixtures, furnishings and other personal property of Tenant, except as otherwise set forth in Paragraph 4(b) of this Lease, and (ii) all computer and phone cabling and wiring installed by or on behalf of Tenant (including any computer and phone cabling and wiring installed under the terms of the Existing Leases), and Tenant shall repair all damage caused by such removal, and shall restore the Premises to its original condition, reasonable wear and tear excepted. Notwithstanding anything herein to the contrary, Landlord shall have the right to require the removal of any alterations or improvements to the extent Landlord would have had the right to require their removal under any of the Existing Leases. In addition to all other rights Landlord may have, in the event Tenant does not so remove any such fixtures, furnishings or personal property, Tenant shall be deemed to have abandoned the same, in which case Landlord may store or dispose of the same at Tenant’s expense, appropriate the same for itself, and/or sell the same in its discretion.

Repairs. a. By taking possession Sublessee shall promptly make all repairs to the Subleased Premises not required to be made by Master Landlord pursuant to the Master Lease, including, but not limited to special items and equipment installed by or on behalf of Sublessee. Sublessee shall pay for any repairs to the Subleased Premises or the Building made necessary by any act, neglect, misuse or omission of duty by Sublessee 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 by Sublessee, or any of them, and will maintain the Subleased Premises, Tenant shall be deemed and will leave the Subleased Premises upon termination of this Sublease, in a safe, clean, neat and sanitary condition. If Sublessee fails to have accepted maintain the Subleased Premises as being in good, sanitary good order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear Sublessor shall give Sublessee notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Sublessee fails to promptly commence such work and tear excepteddiligently prosecute it to completion, Sublessor shall have the right to do such acts and expend such funds at the expense of Sublessee as are reasonably required to perform such work. Tenant shall be responsible for replacing Prior to commencing any damaged item of repair or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment maintenance work which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option connected to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the or may affect any structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixturesany of its basic systems (including, appurtenanceswithout limitation, air conditioning, heating, plumbing, electrical, and equipment thereinlight fixtures), Sublessee shall notify Master Landlord and Sublessor and obtain Master Landlord’s and Sublessor’s prior written approval of the contractor who will perform such work. Tenant waives Master Landlord or Sublessor may elect to perform the right required work at Sublessee’s cost. All amounts payable by Sublessee to make Sublessor pursuant to this Section 9 shall be paid as additional rent within ten (10) days after Sublessor delivers to Sublessee invoices or cancelled checks evidencing such payment obligations. Notwithstanding the foregoing, the parties hereto acknowledge and agree that Master Landlord shall remain responsible for the performance of all repairs at expressly required to be performed by Master Landlord pursuant to the terms and conditions of the Master Lease (“Landlord's expense ’s Repair Obligations”). Sublessee shall notify both Master Landlord and Sublessor 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 Sublessor shall have under any lawthe Master Lease, statuteSublessor shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or ordinance now or hereafter in effect(ii) permit Sublessee, with Sublessor’s reasonable cooperation, to enforce Master Landlord’s repair obligations under the Master Lease.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures, furnishings, and maintain systems and equipment therein (including, without limitation, plumbing fixtures and equipment such as dishwashers, garbage disposals, and insta-hot dispensers), or elsewhere exclusively serving the Premises, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior reasonable approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear excepted. or beyond the reasonable control of Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Landlord); provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or inviteeswillful misconduct of Landlord, Tenant shall nevertheless make such repairs at Landlord’s expense, or, if covered by Tenant’s insurance, Landlord shall only be obligated to pay any deductible in connection therewith. Notwithstanding the foregoing, at Landlord’s option, or if Tenant fails to make repairs that are its responsibility to repair, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Without limitation, Tenant shall be responsible for heating, ventilating and air-conditioning systems and utility services serving the cost Premises from the Building connection point to the Premises (to the extent serving Tenant exclusively), and Tenant shall secure, pay for, and keep in force contracts with appropriate and reputable service companies reasonably approved by Landlord providing for the regular maintenance of such maintenance and repairssystems. Notwithstanding the foregoing, Landlord shall also repair be responsible for repairs to the exterior walls, foundation and replace roof (including roof membrane) of the HVAC Building, the structural portions of the floors of the Building, and the base building systems and equipment within of the Building and Common Areas (to the extent not serving Tenant exclusively), except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant’s expense, or, if covered by Landlord’s insurance, Tenant shall only be obligated to pay any deductible in connection therewith. Subject to the terms of Article 27, below, Landlord may, but shall not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times and upon reasonable prior notice to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion of equipment located in the Building Project as Landlord shall desire or Premises deem necessary or in as Landlord may be required to do by governmental or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, quasi-governmental authority or ordinance now court order or hereafter in effectdecree.

Repairs. a. By taking possession (a) Landlord shall maintain (including repairs and replacements), in a timely manner, in good order and condition and incompliance with all Law and in accordance with the standards of Class A office buildings in Downtown Cleveland as reasonably determined by Landlord, all of the following; (a) Common Areas and other public portions of the Building, including but not limited to any lobbies, stairs, elevators, corridors and restrooms, (b) the windows and exterior walls, roofs, foundations and structure itself of the Building, (c) the fire and life safety systems, mechanical, HVAC, plumbing, gas, sewer, drainage, electrical and other utility lines and equipment servicing the Premises, Building and/or the Common Areas, and (d) all other portions of the Building (other than leased space expressly required to be maintained by a particular tenant pursuant to the terms of its lease). The cost of the foregoing shall be included in Expenses (except as otherwise prohibited by this Lease), except for the repairs due to fire and other casualties and for the repair of damages occasioned by the negligent acts or omissions of Tenant, which Tenant shall pay to Landlord in full (unless the liability for such has been waived by Section 21). Landlord shall be responsible to supply and pay for the replacement of lighting ballasts and light bulbs, and fluorescent tubes in the Building (to be included in Expenses); provided, however, Tenant shall be deemed responsible to have accepted reimburse Landlord for the cost of the lighting ballasts, light bulbs, and fluorescent tubes replaced in the Premises. Landlord shall promptly complete all required repairs and repair any and all damage to the Premises as being in good, sanitary order, condition, which may result from such repairs and repairmaintenance. Tenant Landlord shall, at its sole cost, also make all repairs to the Premises necessitated by the negligence or willful misconduct of Landlord, Landlord’s managers, contractors, employees or agents. Landlord shall make all repairs required to be made by it under this Lease within a reasonable time. Except in the event of an Emergency, Landlord shall also make all such repairs at such times and in such a manner as to reasonably minimize inconvenience to Tenant in the conduct of its business. Landlord shall not enter the Premises for the purpose of making such repairs if the same can be made on a reasonable basis without entry of the Premises. If said repairs can be made outside of Tenant's sole ’s business hours without substantial additional cost to Landlord, Landlord shall do so, unless Tenant requests that they be made during business hours. (b) Subject to the provisions of Section 7(a) hereof and expensethe other provisions of this Lease, Tenant shall keep and maintain the Premises and every part thereof in good condition and repair, ordinary excluding (i) reasonable wear and tear exceptedtear, (ii) damage caused by Landlord or its employees, managers, agents or contractor and (iii) resulting from the default under this Lease by Landlord or its employees, managers, agents or contractor. Except as otherwise set forth in this Lease, Tenant hereby waives all rights to make repairs at the expense of Landlord or in lieu thereof to vacate the Premises except as provided by Law now or hereafter in effect. All repairs made by or on behalf of Tenant shall be responsible for replacing any damaged made and performed in such manner as Landlord may designate, by contractors or broken windows mechanics reasonably approved by Landlord and in accordance with the Premises, unless such damage or breakage is caused by Landlord's employees or contractorsrules and regulations relating thereto attached to this Lease as Exhibit “E” hereto (“Rules”) and all Law. Tenant is responsible for the maintenanceshall, during the Term, and any extended term, within ten (10) business days after completion of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement applicable portion of the HVAC equipment within the Premises during any extended term if work, provide Landlord with unconditional lien waivers from all contractors, subcontractors and materialmen providing services or furnishing material to or for Tenant exercises its option to extendin connection with such repairs. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have has no obligation whatsoever and has made no promise to alter, remodel, improve, repair, decorate, decorate or paint the Premises or any part thereof, thereof and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building have been made by Landlord to Tenant except as specifically herein expressly set forth. b. Landlord shall repair and maintain forth in this Lease. Subject to the structural portions waiver of the Buildingliability in Section 21, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside Tenant will pay for any repairs to the Premises and other tenant's premises or which serves the common areas; provided, however, that if Building made necessary by any such maintenance and repairs are necessitated negligence or willful misconduct of Tenant or its employees or persons permitted in any part or in whole by the act, neglect, fault, or omission Building by Tenant, its agents, servants, employees, contractors, licensees unless the same are covered by the insurance carried or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure required to be carried by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effecthereunder.

Repairs. a. By taking possession of the Premises, Tenant Landlord shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear operating order and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows keep in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the good repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, including the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), landscaping, exterior Project signage (specifically excluding any signage of Tenant provided pursuant to the terms of this Lease), base building stairwells, elevator cabs, plazas, art work, sculptures, men’s and women’s public washrooms, parking areas, Building mechanical, electrical and telephone closets, and all Common Areas and public areas (collectively, “Building Structure”) and the heatingbase building mechanical, ventilation electrical, life safety, plumbing, sprinkler systems and air conditioning HVAC systems excepting any portion thereof located within the Premises which was constructed by or for Tenant and/or which exclusively services the Premises (collectively, the “Building Systems). Notwithstanding anything in this Lease to the contrary, Tenant shall be responsible for all costs to repair the Building Structure and/or the Building Systems to the extent required because of Tenant’s use of the Premises for other than normal and customary general office use, or as a result of damage caused by Tenant’s negligence or willful misconduct. Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures, furnishings, and systems and equipment therein (including including, without limitation, plumbing fixtures and equipment such as dishwashers, garbage disposals, and insta-hot dispensers), the central cooling tower finished floor or floors of the Building on which the Premises are located and control unit) which is located outside any damage to the floors thereunder caused by Tenant or its improvements, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and other tenant's premises replace or which serves repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the common areasreasonable control of Tenant; provided, provided however, that if any such maintenance and repairs are necessitated in any part or in whole by the actthat, neglect, faultat Landlord’s option, or omission by Tenantif Tenant fails to make such repairs, its agentsLandlord may, servantsbut need not, employeesmake such repairs and replacements, contractors, licensees or invitees, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for the cost of all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such maintenance repairs and repairsreplacements forthwith upon being billed for same. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair7.01. Tenant shall, at Tenant's its sole cost and expense, be responsible for the maintenance and repair of the Demised Premises (including all bathrooms and other sanitary facilities located therein), and keep same in good order and maintain condition, including all necessary painting and decorating, and make such repairs to the Demised Premises and every part thereof the fixtures and appurtenances therein as and when needed to preserve them in good working order and condition (except that as to structural repairs Landlord shall be obligated to make same unless they are necessitated by any act, omission, occupancy or negligence of Tenant or by the use of the Demised Premises in a manner contrary to the purposes for which same are leased to Tenant, in which case Tenant shall be so obligated). Tenant shall keep all glass, including windows, doors and skylights, clean and in good condition and repairrepair and Tenant shall replace any glass that may be damaged with glass of the same kind and quality. All damage or injury to the Property caused by Tenant moving property in or out of the Building or by installation or removal of furniture, ordinary wear fixtures or other property, shall be repaired, restored or replaced promptly by Tenant at its sole cost and tear exceptedexpense, which repairs, restorations and replacements shall be in quality and class equal to the original work or installations. Tenant shall promptly make all repairs in or to the Demised Premises or the Property for which Tenant is responsible, provided that any repairs required to be responsible for replacing any damaged made to the mechanical, electrical, sanitary, heating, ventilating, air-conditioning or broken windows in the Premises, unless such damage or breakage is caused other Building systems shall be performed only by Landlord's employees . If Tenant fails to make such repairs, restoration or contractorsreplacements, same may be made by Landlord at the expense of Tenant and such expense shall be collectible as additional rent and shall be paid by Tenant within ten (10) days after rendition of a ▇▇▇▇ therefor. 7.02. Tenant is responsible for If the maintenance, during the TermDemised Premises includes loading docks, and any extended termor related facilities, Tenant shall keep the loading docks and areas adjacent thereto and the driveways and streets within the Property leading to said loading docks free of the heat pump unitsall dirt, thermostats rubbish and other equipment which is associated with obstructions arising from Tenant's use or occupancy of any such facilities or the heatinguse of such facilities by Tenant's officers, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extendagents, employees, suppliers or invitees including independent contractors making deliveries or pick-ups from such loading docks. 7.03. Tenant shall not place a load upon any floor of the expiration Demised Premises exceeding the floor load per square foot area which such floor was designed to carry and which is allowed by law. The floor of the Demised Premises will carry 150 pounds live load per square foot of floor space. 7.04. Business machines and mechanical equipment used by Tenant which cause vibration, noise, cold or sooner termination of this Lease surrender heat that may be transmitted to the Premises Building structure or to any leased space to such a degree as to be objectionable to Landlord or to any other tenant at the Property shall be placed and maintained by Tenant at its expense in settings of cork, rubber or spring type vibration eliminators sufficient to absorb and prevent such vibration or noise, or prevent transmission of such cold or heat. The parties hereto recognize that the operation of elevators, air conditioning and heating equipment will cause some vibration, noise, heat or cold which may be transmitted to other parts of the Building and Demised Premises. Landlord shall be under no obligation to endeavor to reduce such vibration, noise, heat or cold beyond what is customary in current good condition, ordinary wear and tear exceptedbuilding practice for buildings of the same type as the Building. 7.05. Except as otherwise specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement allowance to Tenant for a diminution of rent rental value and no liability on the part of Landlord by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the making of any repairs, alterations, additions or improvements in or to any portion of the Building or the Demised- Premises or in or to fixtures, appurtenancesappurtenances or equipment thereof. Landlord shall exercise reasonable diligence so as to minimize any interference with Tenant's business operations, but shall not be required to perform the same on an overtime or premium pay basis. 7.06. If Tenant shall install a supplemental air-conditioning system subject to and equipment therein. in accordance with the requirements of this Lease, Tenant waives shall maintain same in good order and condition, shall enter into a contract for the right maintenance thereof with a heating, ventilating and air-conditioning contractor reasonably acceptable to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectLandlord and shall deliver to Landlord a copy of such contracts and all amendments thereto promptly after execution thereof.

Repairs. a. By taking possession Except as otherwise provided in Article VII, or except as resulting from Tenant's negligence, overloading or misuse, or by Tenant's failure to perform its obligations under the Lease, except as resulting from settling or sagging within standard engineering tolerance (provided that the settling or sagging does not affect the surface or structural integrity of the Building or in any way materially affect the ordinary and customary use of the Premises, Tenant or any part thereof by Tenant), or except for damage or deterioration resulting from reasonable wear and damage, Landlord shall be deemed to have accepted the Premises as being keep in good, sanitary good order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, roof of the heat pump unitsBuilding, thermostats all gutters and other equipment which is associated with the heatingdownspouts, ventilation foundations, exterior (including exterior painting and air conditioning equipment ("HVAC equipment"finish) which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, all building systems serving the Building, and all plumbing and utility lines serving the heatingPremises, ventilation whether located within or outside of the Premises. The Landlord's obligations shall include, without limitation, the obligation to make all necessary repairs, replacements or alterations to the roof, the exterior walls, the foundation, the floor slabs and air conditioning equipment (including all other structural elements of the central cooling tower Building, as well as caulking windows and control unit) which is located outside the Premises precast panels and other tenant's premises or which serves portions of the common areas; providedBuilding exterior, howeverto clean the exterior windows of the building to maintain the Building Parking Area and to maintain in good order and condition the other buildings and improvements located within the Park, that if any such maintenance and repairs are necessitated in any part or in whole by including but not limited to the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for Common Areas of the cost of such maintenance and repairsPark. Landlord shall also maintain, repair and replace the rooftop HVAC equipment within (specifically excluding all interior portions of the Premises during HVAC system including but not limited to VAV boxes, duct work, circulating pumps control systems, in the initial TermBuilding) in accordance with the requirements of the Landlord's Plans and Tenant's Plans, and shall assign (to the extent assignable) all warranties and guarantees with respect thereto to Tenant. Any failure by Tenant may elect, at its cost and expense and upon the prior consent of Landlord to make any (which such repairs or to perform any maintenance consent shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice be unreasonably withheld or delayed), to bring actions to enforce remedies under said warranties or guarantees in the name of the need of such repairs Landlord or maintenance is given jointly with Landlord, at no expense to Landlord by Tenant. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.;

Repairs. a. By taking possession (a) Landlord’s obligation with respect to repair as part of the Premises, Tenant Basic Services shall be deemed limited to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment"i) which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, (ii) the exterior walls of the Building, including, without limitation, glass and glazing, (iii) the heatingroof, ventilation (iv) mechanical, electrical, plumbing and life safety systems [except for any lavatory, shower, toilet, wash basin and kitchen facilities in the Premises that serve Tenant exclusively and any supplemental heating and air conditioning equipment systems serving Tenant exclusively (including all plumbing connected to said facilities or systems)], (v) the central cooling tower Building standard exhaust and control unitventilation systems in the lavatory facilities located in the Premises, and (vi) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairsCommon Areas. Landlord shall also repair and replace not be deemed to have breached any obligation with respect to the HVAC equipment within condition of any part of the Premises during the initial Term. Any failure by Project unless Tenant has given to Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of any required repair and Landlord has not made such repair within a reasonable time following the need receipt by Landlord of such repairs notice. The foregoing notwithstanding, (i) Landlord shall not be required to repair damage to any of the foregoing to the extent caused by the acts or maintenance is given omissions of Tenant or it agents, employees or contractors, subject to Paragraph 8(e); and (ii) the obligations of Landlord pertaining to damage or destruction by casualty shall be governed by the provisions of Paragraph 9. All costs incurred by Landlord in performing any such repair for the account of Tenant shall be repaid by Tenant to Landlord by upon demand, together with an administration fee equal to fifteen percent (15%) of such costs. EXCEPT AS EXPRESSLY PROVIDED IN PARAGRAPH 7(E) 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 PREMISES, THE BUILDING OR THE PROJECT. Subject to Tenant. Except as provided in paragraph 21 hereof’s rights under Paragraph 7(e) 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 Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's ’s expense under any law, statute, statute or ordinance now or hereafter in effect. (b) Tenant, at its expense, (i) shall keep the Premises and all fixtures contained therein in a safe, clean and neat condition, and (ii) shall bear the cost of maintenance and repair, by contractors selected by Landlord, of all facilities which are not expressly required to be maintained or repaired by Landlord and which are located in the Premises, including, without limitation, lavatory, shower, toilet, wash basin and kitchen facilities, and supplemental heating and air conditioning systems serving Tenant exclusively (including all plumbing connected to said facilities or systems installed by or on behalf of Tenant or existing in the Premises at the time of Landlord’s delivery of the Premises to Tenant). Tenant shall make all repairs to the Premises not required to be made by Landlord under subparagraph (a) above with replacements of any materials to be made by use of materials of equal or better quality. Tenant shall do all decorating, remodeling, alteration and painting required by Tenant during the Lease Term. If Tenant fails to commence to make such repairs or replacements within fifteen (15) days after written notice from Landlord and thereafter complete such repairs or replacements with diligence, Landlord may at its option make such repairs or replacements, and Tenant shall upon demand pay Landlord for the cost thereof, together with an administration fee equal to fifteen percent (15%) of such costs. (c) Upon the expiration or earlier termination of this Lease, Tenant shall surrender the Premises in a safe, clean and neat condition, normal wear and tear excepted. Except as otherwise set forth in Paragraph 4(b) of this Lease, Tenant shall remove from the Premises all trade fixtures, furnishings and other personal property of Tenant and all computer and phone cabling and wiring installed by or on behalf of Tenant, shall repair all damage caused by such removal, and shall restore the Premises to its original condition, reasonable wear and tear excepted. In addition to all other rights Landlord may have, in the event Tenant does not so remove any such fixtures, furnishings or personal property, Tenant shall be deemed to have abandoned the same, in which case Landlord may store or dispose of the same at Tenant’s expense, appropriate the same for itself, and/or sell the same in its discretion.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including all improvements, fixtures, equipment, interior window coverings, and maintain furnishings therein, and the floor or floors of the Building on which the Premises is located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant's own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant's failure to repair within five (5) days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant's expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord's insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, or (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's (a) Lessee. (i) At Lessee’s sole cost and expense, it will at all times during the term of each SA keep and maintain the Facilities and the Premises in a structurally safe and every part thereof sound condition and in good condition and repair; provided, ordinary wear and tear excepted. Tenant shall be responsible for replacing however Lessor is not obligated to make any damaged or broken windows in repairs that are the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, obligation of the heat pump unitsLand Owner under a Ground Lease; (ii) If Lessee does not make required repairs within 30 days after receipt of written notice from Lessor, thermostats then Lessor may, at Lessor’s option, make the repairs on Lessee’s behalf. Within 30 days following Lessee’s receipt of Lessor’s written request, accompanied by reasonable supporting documentation, Lessee will pay Lessor’s reasonable and other equipment which is associated with actual costs incurred to make the heatingrepairs. However, ventilation if Lessee commences required repairs within 30 days after receipt of written notice from Lessor requesting repairs and air conditioning equipment continuously and diligently pursues and completes the repairs, then the 30 day period will extend for up to an additional 60 days to permit Lessee to complete the repairs; ("HVAC equipment"iii) which is located within If emergency repairs are needed to protect persons or property, Lessee will promptly correct the safety or use problem, even if a full repair cannot be made at that time. If Lessor first becomes aware of an emergency situation, Lessor will immediately contact Lessee pursuant to emergency procedure instructions posted at the Premises. Tenant If Lessor is responsible for unable to reach Lessee or Lessee is unable to promptly correct the repair and replacement of safety or use problem, Lessor may, at its option, make the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair Within 30 days following Lessee’s receipt of Lessor’s written request, accompanied by reasonable supporting documentation, Lessee will pay Lessor’s reasonable and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord actual costs incurred to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 emergency repairs, alterations, or improvements in or to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the PremisesBuilding, including the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), fire stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, men's and women's washrooms, Building mechanical, electrical and telephone closets, and all common and public areas (collectively, "Building Structure") and the Base Building mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems which were not constructed by Tenant Parties (collectively, the "Building Systems") and the Common Areas. Notwithstanding anything in this Lease to the contrary, Tenant shall be deemed required to have accepted repair the Building Structure and/or the Building Systems to the extent caused due to Tenant's use of the Premises for other than normal and customary business office operations, unless and to the extent such damage is covered by insurance carries or required to be carried by Landlord pursuant to Article 10 and to which the waiver of subrogation is applicable (such obligation to the extent applicable to Tenant as being in good, sanitary order, condition, qualified and repairconditioned will hereinafter be defined as the "BS/BS Exception"). Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term, but such obligation shall not extend to the Building Structure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant's own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, but such obligation shall not extend to the Building Structure and the Building Systems except (i) pursuant to the BS/BS Exception, and/or (ii) for damage caused by ordinary wear and tear excepted. or beyond the reasonable control of Tenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant's failure to repair within five (5) days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be responsible uniformly established for replacing any damaged or broken windows the Building and/or the Project, and to be reasonably consistent with similar percentages paid for such services by tenant in the PremisesComparable Buildings) sufficient to reimburse Landlord for all overhead, unless such damage general conditions, fees and other costs or breakage is caused by expenses paid to third parties arising from Landlord's employees or contractorsinvolvement with such repairs and replacements forthwith upon being billed for same. Tenant is responsible for the maintenance. Landlord may, during the Termbut shall not be required to, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within enter the Premises during any extended term if Tenant exercises its option at all reasonable times to extend. Tenant shall upon the expiration make such repairs, alterations, improvements or sooner termination of this Lease surrender the Premises additions to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or to the Project or to any part thereof, and equipment located in the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except Project as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises desire or which serves the common areasdeem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the actexcept for (i) emergencies, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 (ii) repairs, alterations, improvements or improvements additions required by governmental or quasi-governmental authorities or court order or decree, or (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Tenant hereby waives any portion and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession 14.1. Landlord shall make all repairs necessary to maintain the Building roof, exterior walls, foundation and structure and the plumbing, heating, air conditioning and electrical systems, windows and floors (excluding carpeting and tile) of the PremisesDemised Premises installed by Landlord, as promptly as reasonably possible following written notice from Tenant that such repair is needed; provided however that Landlord shall undertake such repairs within thirty (30) days of receipt of such notice and diligently prosecute same to completion. In no event shall Landlord be obligated to repair any damage to the Demised Premises caused by any act, omission or negligence of Tenant or its employees, agents, invitees, licensees, subtenants or contractors except at Tenant’s expense. Notwithstanding anything to the contrary in this Lease, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shallresponsible, at Tenant's its sole cost and expense, keep for all maintenance, repairs and maintain replacements necessary for the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows Improvements (as such term is defined in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear exceptedWork Letter attached hereto as Exhibit “B”). 14.2. Except as specifically the Landlord is obligated for repairs as provided above, Tenant shall make, at its sole cost and expense, all repairs necessary to maintain the Demised Premises and shall keep the Demised Premises and the fixtures therein in neat and orderly condition. If the Tenant refuses or neglects to make such repairs, or fails to diligently prosecute the same to completion, after thirty (30) days written notice from Landlord of the need therefor (except that such notice and thirty (30) day period shall not be required in the event of an addendumemergency), if anyLandlord may make such repairs at the expense of Tenant and such expense shall be collectible as Additional Rent. Any such repairs and any labor performed or materials furnished in, to this Leaseon or about the Demised Premises shall be performed and furnished by Tenant in strict compliance with all applicable Governmental Requirements of all duly constituted authorities or governmental bodies having jurisdiction over the Center, the requirements of any board of underwriters having jurisdiction thereof, as well as any reasonable regulations imposed by Landlord pertaining thereto. Without limitation of the foregoing, Landlord shall have no obligation whatsoever the right to alter, remodel, improve, repair, decorate, or paint the Premises or reasonably approve any part thereof, and the parties hereto affirm all contractors and suppliers to furnish materials and labor for such repairs. 14.3. Provided that Landlord has made no representations uses reasonable efforts not to Tenant respecting materially interfere with or interrupt Tenant’s business in the condition of the Premises or the Building except as specifically herein set forth. b. Demised Premises, Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord liable by reason of any injury to or interference with Tenant's ’s business arising from the making or not making of any repairs, alterations, additions, or improvements in or to any portion of the Building Demised Premises, or Premises or in the Center, or to fixtures, appurtenances, and any appurtenances or equipment therein. Landlord shall not be liable for any failure of any utility service, but shall make its best efforts to repair such failure as quickly as possible. Notwithstanding the foregoing, in the event of an interruption of services that is within Landlord’s reasonable control and does not result from any equipment or systems installed by Tenant waives and lasts in excess of three (3) business days, Tenant’s rent shall ▇▇▇▇▇ in the right following proportions: (i) if the office space is rendered untenantable and unusable, 15% of rent shall ▇▇▇▇▇ from the first (1st) business day of interruption until normal service has been restored; and (ii) if the lab space is untenantable and unusable, 70% of rent shall ▇▇▇▇▇ from the first (1st) business day of interruption until normal service has been restored, except that if Tenant is able to make repairs use at Landlord's expense under any lawleast one (1) biology lab and one (1) chemistry lab, statutethen only 25% of rent shall so ▇▇▇▇▇; provided that in each instance, or ordinance now or hereafter Tenant does not in effectfact use the Demised Premises during such time and Tenant promptly provides notice to Landlord of such interruption.

Repairs. a. By taking possession of the Premises10.01 Subject to Section 10.02 below, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's all times and at its sole cost and expense, keep and maintain all applicable parts of the Premises (including without limitation the Tenant Improvements and every part thereof Tenant Alterations, windows, glass and plate glass, doors (including, without limitation, overhead and roll up doors), exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings), interior and exterior, and all equipment and facilities within or serving the Premises, in good order, condition and repairrepair regardless of whether the portion of the Premises requiring repairs, ordinary or the means of repairing same, are reasonably or readily accessible, and regardless of whether the need for such repairs or maintenance occurs as a result of Tenant’s use, any prior use, vandalism, acts of third parties, Force Majeure (as defined in Article 26 below) or the age of the Premises, reasonable wear and tear excepted. Tenant shall The standard for comparison of condition will be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside original date of Landlord’s delivery of the Premises and failure to meet such standard shall create the need to repair. If Tenant does not perform required maintenance or repairs, Landlord shall have the right, without waiver of Default or of any other tenant's premises right or remedy, to perform such obligations of Tenant on Tenant’s behalf, and Tenant will reimburse Landlord for any costs incurred, together with an administrative fee in an amount equal to 10% of the cost of the repairs, immediately upon demand. 10.02 In the event the Premises constitute a portion of a multiple occupancy Building or otherwise at Landlord’s election, Landlord shall perform the repair and maintenance of the roof, exterior walls, exterior areas and common sewage line plumbing which serves are otherwise Tenant’s obligation under Section 10.01 above, and any other maintenance and repair of exterior, structural, and/or common elements which Landlord shall elect, and Tenant shall, in lieu of the common areasobligations set forth under Section 10.01 above with respect to such items, be liable for its Proportionate Share of the expenses so incurred by Landlord; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost 100% of any such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure expense incurred by Landlord due to make the act or omission of Tenant or any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of Tenant Entity. Tenant expressly waives the need of such repairs or maintenance is given to Landlord by Tenant. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord by reason benefit of any injury to statute or interference with Tenant's business arising from the making of any repairs, alterations, other legal right now or improvements hereafter in or to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. effect which would otherwise afford Tenant waives the right to make repairs at Landlord's expense under any law’s expense, statutewhether by deduction of rent or otherwise, or ordinance now to terminate this Lease because of Landlord’s failure to keep the Property, or hereafter any part thereof in effectgood order, condition and repair.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, at Landlord’s cost (and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall not included in Operating Expenses) repair and maintain the structural portions of the BuildingBuilding (collectively, and the “Building Structure”), basic plumbing, sewer, heating, ventilation ventilating, air-conditioning, fire suppression/ sprinkler, Building security and air conditioning equipment (including the central cooling tower electrical systems installed or furnished by Landlord and control unit) which is not located outside within the Premises and other tenant's premises or which serves (collectively, the common areas; provided“Building Systems”), however, that if any unless such maintenance and repairs are necessitated caused in any part or in whole by the act, neglect, fault, fault or omission of any duty by TenantTenant or the “Tenant Parties.” as defined in Section 10.1, its agentsbelow, servants, employees, contractors, licensees or invitees, in which event Tenant shall reimburse Landlord for pay to Landlord, as Additional Rent, the reasonable cost of such maintenance and repairs. Landlord shall also Except as set forth in the preceding sentence. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including, without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, in good order, repair and replace condition at all times during the HVAC equipment Lease Term. In addition. Tenant shall, at Tenant’s own expense but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including, without limitation, Article 8 hereof, promptly and adequately repair all damage to the Premises during the initial Term. Any failure by Landlord and replace or repair all damaged or broken fixtures and appurtenances; provided, however, that, at Landlord’s option, or if Tenant fails to make any such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building, not to exceed 10% of the cost of repair) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or to perform any maintenance expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Landlord may, but shall not constitute a breach hereof unless be required to, enter the Premises at all reasonable times (provided that Landlord acts in accordance with Article 27) to make 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. Except as provided in paragraph 21 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, improvements and additions to the Premises or improvements in to the Building or to any portion of equipment located in the Building as Landlord shall desire or Premises deem necessary or in as Landlord may be required to do by governmental or to fixtures, appurtenances, and equipment thereinquasi-governmental authority or court order or decree. Tenant hereby waives the and releases its right to make repairs at Landlord's ’s expense under Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect. The Building Structure and Building Systems shall be collectively referred to as the “Base Building.”

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear excepted. or beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant’s failure to repair within five (5) business days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the out-of-pocket costs thereof, plus a percentage of such out-of-pocket costs (to be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible uniformly established for the maintenanceBuilding and/or the Project, during the Termbut in no event greater than seven percent (7%) thereof) sufficient to reimburse Landlord for all overhead, and any extended termgeneral conditions, of the heat pump units, thermostats fees and other equipment which is associated costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the heatingterms of Article 27, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within below, Landlord may, but shall not be required to, enter the Premises during any extended term if Tenant exercises its option at all reasonable times to extend. Tenant shall upon the expiration make such repairs, alterations, improvements or sooner termination of this Lease surrender the Premises additions to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or to the Project or to any part thereof, and equipment located in the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except Project as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises desire or which serves the common areasdeem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, that if except for emergencies, any such maintenance and repairs are necessitated entry into the Premises by Landlord shall be performed in any part or in whole by the act, neglect, faulta manner so as not to materially interfere with Tenant’s use of, or omission by Tenantaccess to, its agents, servants, employees, contractors, licensees or invitees, the Premises. Tenant shall reimburse Landlord for the cost hereby waives any and all rights under and benefits of such maintenance subsection 1 of Section 1932 and repairs. Landlord shall also repair Sections 1941 and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice 1942 of the need of such repairs California Civil Code or maintenance is given to Landlord by Tenant. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession 7.01. Landlord, at its sole cost and expense, shall maintain and repair, as necessary, the Life Safety System, roof, roof membrane and any interior ceiling damage due to roof leaks, the Building mechanical systems, the electrical system serving and/or in the Demised Premises, the structural components of the Building including the structural components in the Demised Premises, Tenant shall be deemed to have accepted the common areas, the parking lot, the landscaping as well as all HVAC servicing and/or in the Demised Premises as being (with the exception of the supplemental HVAC units servicing and/or in goodTenant's computer room [approximately 2,000 rsf] and the Tenant's 24 hour call center area] in the Demised Premises (the "Supplemental Units"), sanitary order, condition, and repair. Tenant which Supplemental Units shall, after the first Lease Year, be maintained at Tenant's sole cost and expense, keep the electric, the plumbing and maintain any sprinkler system (if the same is installed in the Demised Premises) in and servicing the Demised Premises and every part thereof in good condition the Building (collectively, the "Building Systems"). Notwithstanding the foregoing, Landlord shall, at its sole cost and repairexpense, ordinary wear (i) for a period of one (1) year from the applicable Commencement Date, repair the Original Premises and tear excepted. the Expansion Space, including, without limitation the Supplemental Units (which shall, at all times, be maintained by Tenant but shall be responsible repaired by Landlord for replacing any damaged or broken windows the first year of the Lease term), and the bathroom and plumbing fixtures and appurtenances in the Demised Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for ; and (ii) at all times throughout the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender repair the supplemental air conditioning and ventilation units and the electric baseboard heating installed in the President's office and the CEO's office, as indicated on the Plan. Subsequent to the one year period, with the exception of the Building Systems, Tenant shall, at its sole cost and expense, take good care of the Demised Premises and the fixtures and appurtenances therein) and make all non-structural repairs thereto as and when needed to Landlord preserve them in good working order and condition, notwithstanding whether the repair in question is ordinary wear or extraordinary, foreseen or unforeseen. All damage or injury to the Building, the Property and/or the Demised Premises and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, any Structural or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural Non-Structural portions of the Building, the fixtures, appurtenances and equipment caused by Tenant moving property in or out of the heatingBuilding, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the actinstallation or removal of furniture, fixtures or other property, or from any other cause of any other kind or nature whatsoever due to carelessness, omission, neglect, fault, improper conduct or omission by other cause on the part of Tenant, its agents, servants, employees, contractorsagents, licensees visitors, invitees or inviteeslicensees, shall be repaired, restored or replaced promptly at Tenant's sole cost and expense to the reasonable satisfaction of Landlord. All such repairs, restorations and replacements made by Tenant shall reimburse Landlord for be in quality and class equal to the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs original work or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord installations that were damaged by Tenant. Except If Tenant fails to make such repairs, restoration or replacements within a commercially reasonable time period, but in no event more than ten (10) days, upon written notice to Tenant, the same may be made by Landlord at the sole cost and expense of Tenant and such expenses shall be collectible as provided in paragraph 21 hereofadditional rent and shall be paid by Tenant within thirty (30) days after rendition by Landlord of a ▇▇▇▇ therefor. 7.02. Tenant shall not, there without prior written consent of Landlord, install a high density file system or any similar equipment or fixture of similar weight and density. without Landlord's consent, which consent shall not be unreasonably withheld, conditioned or delayed. 7.03. There shall be no abatement allowance to Tenant for a diminution of rent rental value and no liability on the part of Landlord by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the making of any repairs, alterations, or additions, improvements in or to any portion of the Building or the Demised Premises or in or to fixtures, appurtenancesappurtenances or equipment thereof by Landlord, Tenant or any other tenant or other third party. Landlord shall exercise ordinary diligence in performing work in the Building so as to minimize interference with Tenant's business operations, if possible, but shall not be required to perform any work on an overtime or premium pay basis to avoid, reduce or minimize any such interference. Notwithstanding anything herein to the contrary, Landlord shall act expeditiously to repair conditions in the Building that would potentially interfere with Tenant's normal operations in the Demised Premises so that the same is restored in a prompt and timely manner. Landlord further agrees that it will incur extra shipping charges to obtain necessary parts to repair building systems and pay for overtime work in the event the HVAC or the main electrical panel fails to operate. 7.04. Notwithstanding anything to the contrary herein contained, with the exception of the first year of the Lease term for each of the respective spaces, Landlord shall not be responsible for the replacement of light bulbs, ballasts or other electrical equipment and facilities in the Demised Premises. If Tenant requests that Landlord repair or replace any of the foregoing, and equipment therein. Landlord elects to do so in its sole and absolute discretion, Landlord shall ▇▇▇▇ Tenant waives the right to make repairs for such materials and services at Landlord's expense customary rates. All such charges incurred by Tenant shall be deemed additional rent and shall be payable by Tenant within thirty (30) days from Landlord invoicing Tenant therefor. 7.05. Notwithstanding anything to the contrary herein contained, in the event that Landlord is required to perform any repairs in the Demised Premises, with the exception of that specifically noted in the second paragraph of Article 7.03 above, under no circumstances and in no event shall Landlord be required to perform same on overtime or premium pay hours. Landlord shall be entitled to perform such repairs during normal business hours on business days, if Landlord deems it appropriate, and Tenant shall not be entitled to any law, statute, or ordinance now or hereafter rent abatement as a result of the conduct by Landlord of repair work in effectthe Demised Premises.

Repairs. a. By taking possession Sublessee shall promptly make all repairs to the Subleased ------- Premises not required to be made by Master Landlord pursuant to the Master Lease, including, but not limited to special items and equipment installed by or on behalf of Sublessee. Sublessee shall pay for any repairs to the Subleased Premises or the Building made necessary by any act, neglect, misuse or omission of duty by Sublessee 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 by Sublessee, or any of them, and will maintain the Subleased Premises, Tenant shall be deemed and will leave the Subleased Premises upon termination of this Sublease, in a safe, clean, neat and sanitary condition. If Sublessee fails to have accepted maintain the Subleased Premises as being in good, sanitary good order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear Sublessor shall give Sublessee notice to do such acts as are reasonably required to so maintain the Subleased Premises. If Sublessee fails to promptly commence such work and tear excepteddiligently prosecute it to completion, Sublessor shall have the right to do such acts and expend such funds at the expense of Sublessee as are reasonably required to perform such work. Tenant shall be responsible for replacing Prior to commencing any damaged item of repair or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment maintenance work which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option connected to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the or may affect any structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixturesany of its basic systems (including, appurtenanceswithout limitation, air conditioning, heating, plumbing, electrical, and equipment therein. Tenant waives the right to make repairs at light fixtures), Sublessee shall notify Master Landlord and Sublessor and obtain Master Landlord's expense and Sublessor's prior written approval of the contractor who will perform such work. Master Landlord or Sublessor may elect to perform the required work at Sublessee's cost. All amounts payable by Sublessee to Sublessor pursuant to this Section 10 shall be paid as Additional Rent within ---------- ten (10) days after Sublessor delivers to Sublessee invoices or cancelled checks evidencing such payment obligations. 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"). Sublessee shall notify both Master Landlord and Sublessor 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 Sublessor shall have under any lawthe Master Lease, statuteSublessor shall either (i) take reasonable action under the Master Lease to require Master Landlord to perform its obligations thereunder, or ordinance now or hereafter in effect(ii) permit Sublessee, with Sublessor's reasonable cooperation, to enforce Master Landlord's repair obligations under the Master Lease.

Repairs. a. (a) LESSEE'S REPAIRS. By taking possession of the Premisesentry hereunder, Tenant Lessee shall be deemed to have accepted the Premises Premises, including without limitation the hearing and air conditioning system as being in good, sanitary order, condition, condition and repair. Tenant Lessee shall, at TenantLessee's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repairrepair (except as hereinafter provided with respect to Lessor's obligations) including without limitation, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, replacement and repair of any storefront, doors, window casements, glazing, hearing and air-conditioning system (when there is an air-conditioning system, Lessee shall obtain and maintain in full force and effect at all times during the Termterm of this lease a service contract for repairs amid maintenance of said system, said maintenance contract shall conform to the requirements under the warranty, if any, on said system and shall be in a form approved and with a company designated by lessor, unless Lessor elects to obtain such a contract, in which event the cost of such contract shall be included as an Adjustment under Article 9 - upon request, Lessee shall deposit with Lessor reasonably satisfactory evidence that any extended termsuch contract to be maintained by Lessee has been obtained by Lessee and then is in full force and effect, including without limitation, a copy of the heat pump unitssuch contract), thermostats plumbing pipes, electrical wiring and other equipment which is associated with the heatingconduits. Lessee shall, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease hereof, surrender the Premises to Landlord the Lessor in good condition, broom clean, ordinary wear and tear and damage from causes beyond the reasonable control of Lessee excepted. Except as specifically provided Lessee shall also sweep and maintain in an addendum, if any, a neat and sightly condition the sidewalks adjacent to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or and any part thereof, and the parties hereto affirm that Landlord has made no representations exterior trash enclosure provided for Lessee's use. Any damage to Tenant respecting the condition adjacent premises caused by Lessee's use of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement repaired at the sole cost and expense of rent and no liability of Landlord by reason of Lessee. Lessee hereby waives 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 Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's the expense under any law, statute, or ordinance now or hereafter in effectof Lessor pursuant to Section 1942 of the Civil Code of the State of California and all rights provided for by Section 1941 of said Civil Code.

Repairs. a. By taking possession In the event of a breakdown of the electrical or mechanical systems, LANDLORD shall not be liable for damages or personal discomfort; however, LANDLORD shall carry out repairs with reasonable diligence. If SUBTENANT hires a service person without the consent of LANDLORD, the ▇▇▇▇ of service will be the responsibility of SUBTENANT. CARE OF RENTED PREMISES SUBTENANT agrees to keep the Rented Premises in a reasonable state of cleanliness and shall be liable for the costs of repair of damage to the Rented Premises or residential complex caused by the willful or negligent conduct of SUBTENANT, other occupants of the Premises or persons who are permitted in the residential complex by SUBTENANT. SUBTENANT shall also be responsible for replacing all light bulbs and unclogging of toilets. Should a plumber be required to unclog the toilet(s) and it is found to be SUBTENANT’S fault, the charge for the plumber will be the SUBTENANT’S responsibility. SUBTENANT shall not make any alterations to, or decorate the Premises, Tenant shall be deemed to have accepted without LANDLORD’s prior written approval and shall, upon termination of tenancy, remove any alterations and decorating and restore the Premises to the same condition as being it was in goodon the date of commencement of this Tenancy Agreement, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary reasonable wear and tear excepted. Tenant shall be responsible See Schedule 2 - Damage/Other Charges for replacing any damaged or broken windows in the Premisescharges that may apply. SUBTENANT covenants to advise LANDLORD, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended termvia e-mail, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance required to be done by LANDLORD. It is given to Landlord by Tenant. Except as provided in paragraph 21 hereof, there agreed that any request for maintenance or repairs not made via e-mail shall not be no abatement of rent and no liability of Landlord by reason the subject of any injury legal proceeding by SUBTENANT against ORIGINAL TENANT or LANDLORD in a court of law or before a tribunal of competent jurisdiction. It is further agreed that, upon written notice to or interference with Tenant's business arising from the making LANDLORD of any repairsrepairs or maintenance that LANDLORD is required to undertake by law or under this Agreement, alterationsSUBTENANT, except in the case of an emergency, shall not call on any person not employed by LANDLORD to affect any repair or improvements in or to any portion maintenance of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectPremises.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, pursuant to the terms of this Lease, including without limitation Article 8 hereof, keep the Premises, including all improvements, fixtures and maintain furnishings therein, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including without limitation Article 8 hereof, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant’s failure to commence repair within five (5) days thereafter and to diligently pursue the same to completion (except in the event of an emergency, when no notice shall be required) but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith within thirty (30) days after being billed for same. Tenant Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floor of the Building on which the Premises is located, the systems and equipment of the Building, and the heatingCommon Areas, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs, servantsbut at Tenant’s expense, employeesor, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse only be obligated to pay any deductible in connection therewith. Subject to Article 27, below, Landlord for the cost of such maintenance and repairs. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs to the Premises, or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Project or to any portion equipment located in the Project as Landlord shall deem reasonably necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession (a) Subject to Paragraph 5(b), Landlord shall make all necessary repairs to the exterior walls, exterior doors, windows, corridors and other common areas of the PremisesBuilding and the Project and Landlord shall keep the Building and the Project in a safe, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, clean and neat condition, and repair. Tenant shalluse reasonable efforts to keep all equipment used in common with other tenants, at Tenant's sole cost such as elevators, plumbing, heating, air conditioning, intrabuilding network cabling and expensesimilar equipment, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 Paragraphs 14 and 15 hereof, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with or interruption of Tenant's business arising from the failure of any such equipment, the making of any repairs, alterations, alterations or improvements in or to any portion of the Building or Premises Project or in or to fixtures, appurtenances, appurtenances and equipment therein. Tenant waives the right to make repairs at Landlord's expense under Section 1942 of the California Civil Code, or under any law, statute, statute or ordinance now or hereafter in effect. Landlord shall have no obligation to repair until a reasonable time after receipt of notice or knowledge of the need for repair. The cost of all such work by Landlord shall be included in Operating Expenses pursuant to Paragraph 3. (b) Tenant agrees that it will make all repairs to the Premises and fixtures therein not required above to be made by Landlord and shall do all decorating, remodeling, alteration and painting required by Tenant during the term of this Lease. Tenant will pay for any repairs to the Premises, the Building or the Project made necessary by any negligence or carelessness of Tenant or its assignees, subtenants, employees of their respective agents or other persons permitted in the Building or on the Project by Tenant, or any of them, and will maintain the Premises, and will leave the Premises upon termination of this Lease in a safe, clean, neat and sanitary condition. (c) Tenant's repair and maintenance obligations pursuant to Paragraph 5(b) shall extend to any non-Building standard equipment which is either (a) in place in or to serve solely the Premises upon execution of this Lease or (b) is installed by or for Tenant (whether by Landlord or Tenant) to serve solely the Premises. Such non-standard equipment includes, but is not limited to, any supplemental heating, ventilating and air conditioning equipment (whether or not located in the Premises), water heaters, dish washers and refrigerators. Moreover, Tenant's insurance and indemnification obligations pursuant to Paragraph 20 shall extend to all such non-standard equipment and to the use and malfunctioning of such equipment. If Landlord undertakes any repair or maintenance obligation of Tenant pursuant to Paragraph 5(b) (such as equipment located outside of but serving only the Premises), the cost of such repair or maintenance shall be reimbursed by Tenant to Landlord, as Additional Rent, within ten (10) days after Tenant's receipt of Landlord's invoice therefor.

Repairs. a. By taking possession (a) Landlord shall maintain (including repairs and replacements), in a timely manner, in good order and condition and incompliance with all Law and in accordance with the standards of Class A office buildings in the CBD as reasonably determined by Landlord, all of the following: (a) Common Areas and other public portions of the Building and Parking Structure, including but not limited to any lobbies, stairs, elevators, corridors and restrooms, (b) the windows and exterior walls, roofs, foundations and structure itself of the Building, (c) the fire and life safety systems, mechanical, HVAC, plumbing, gas, sewer, drainage, electrical and other utility lines and equipment servicing the Premises, Building and/or the Common Areas, and (d) all other portions of the Development (other than leased space expressly required to be maintained by a particular tenant pursuant to the terms of its lease). The cost of the foregoing shall be included in Expenses (except as otherwise prohibited by this Lease), except for the repairs due to fire and other casualties and for the repair of damages occasioned by the negligent acts or omissions of Tenant, which Tenant shall pay to Landlord in full (unless the liability for such has been waived by Section 21). Landlord shall be responsible to supply and pay for the replacement of lighting ballasts and light bulbs, and fluorescent tubes in the Building (to be included in Expenses); provided, however, Tenant shall be deemed responsible to have accepted reimburse Landlord for the cost of the lighting ballasts, light bulbs, and fluorescent tubes replaced in the Premises. Landlord shall promptly complete all required repairs and repair any and all damage to the Premises as being in good, sanitary order, condition, which may result from such repairs and repairmaintenance. Tenant Landlord shall, at its sole cost, also make all repairs to the Premises necessitated by the negligence or willful misconduct of Landlord, Landlord’s managers, contractors, employees or agents. Landlord shall make all repairs required to be made by it under this Lease within a reasonable time. Except in the event of an Emergency, Landlord shall also make all such repairs at such times and in such a manner as to reasonably minimize inconvenience to Tenant in the conduct of its business. Landlord shall not enter the Premises for the purpose of making such repairs if the same can be made on a reasonable basis without entry of the Premises. If said repairs can be made outside of Tenant's sole ’s business hours without substantial additional cost to Landlord, Landlord shall do so, unless Tenant requests that they be made during business hours. (b) Subject to the provisions of Section 7(a) hereof and expensethe other provisions of this Lease, Tenant shall keep and maintain the Premises and every part thereof in good condition and repair, ordinary excluding (i) reasonable wear and tear exceptedtear, (ii) damage caused by Landlord or its employees, managers, agents or contractor and (iii) resulting from the default under this Lease by Landlord or its employees, managers, agents or contractor. Except as otherwise set forth in this Lease, Tenant hereby waives all rights to make repairs at the expense of Landlord or in lieu thereof to vacate the Premises except as provided by Law now or hereafter in effect. All repairs made by or on behalf of Tenant shall be responsible for replacing any damaged made and performed in such manner as Landlord may designate, by contractors or broken windows mechanics reasonably approved by ▇▇▇▇▇▇▇▇ and in accordance with the Premises, unless such damage or breakage is caused by Landlord's employees or contractorsrules and regulations relating thereto attached to this Lease as Exhibit “E” hereto (“Rules”) and all Law. Tenant is responsible for the maintenanceshall, during the Term, and any extended term, within ten (10) business days after completion of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement applicable portion of the HVAC equipment within the Premises during any extended term if work, provide Landlord with unconditional lien waivers from all contractors, subcontractors and materialmen providing services or furnishing material to or for Tenant exercises its option to extendin connection with such repairs. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have has no obligation whatsoever and has made no promise to alter, remodel, improve, repair, decorate, decorate or paint the Premises or any part thereof, thereof and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building have been made by Landlord to Tenant except as specifically herein expressly set forth. b. Landlord shall repair and maintain forth herein. Subject to the structural portions waiver of the Buildingliability in Section 21, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside Tenant will pay for any repairs to the Premises and other tenant's premises or which serves the common areas; provided, however, that if Building or the Development made necessary by any such maintenance and repairs are necessitated negligence or willful misconduct of Tenant or its employees or persons permitted in any part the Building or in whole by the act, neglect, fault, or omission Development by Tenant, its agents, servants, employees, contractors, licensees unless the same are covered by the insurance carried or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure required to be carried by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effecthereunder.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures, furnishings, and maintain systems and equipment therein (including, without limitation, plumbing fixtures and equipment such as dishwashers, garbage disposals, and insta-hot dispensers), or elsewhere exclusively serving the Premises, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior reasonable approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement, which percentage shall not exceed 15% of the cost, with such repairs and replacements forthwith upon being billed for same. Without limitation, Tenant shall be responsible for replacing any damaged or broken windows heating, ventilating and air-conditioning systems and utility services serving the Premises from the Building connection point to the Premises (to the extent serving Tenant exclusively), and Tenant shall secure, pay for, and keep in the Premises, unless such damage or breakage is caused force contracts with appropriate and reputable service companies reasonably approved by Landlord's employees or contractors. Tenant is responsible Landlord providing for the maintenance, during regular maintenance of such systems. Notwithstanding the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Leaseforegoing, Landlord shall have no obligation whatsoever be responsible for repairs to alterthe exterior walls, remodel, improve, repair, decorate, or paint the Premises or any part thereof, foundation and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition roof (including roof membrane) of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain Building, the structural portions of the floors of the Building, and the heatingbase building systems and equipment of the Building and Common Areas (to the extent not serving Tenant exclusively), ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse only be obligated to pay any deductible in connection therewith. Subject to the terms of Article 27, below, Landlord for the cost of such maintenance and repairs. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times and upon reasonable prior notice to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion of equipment located in the Building Project as Landlord shall deem necessary or Premises as Landlord may be required to do by governmental or in quasi-governmental authority or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, court order or ordinance now or hereafter in effectdecree.

Repairs. a. By taking possession (a) Tenant, at its expense, shall take good care of and repair the interior of the PremisesDemised Premises and fixtures and appurtenances located therein and replace all light bulbs. Landlord, Tenant at its expense, shall take care of, and keep in repair and good order and condition, all exterior and structural portions (including the foundations, walls roofs, windows and structural portions of the ceiling and floors) and all light fixtures. All such repairs and maintenance shall be deemed performed promptly and in a substantial and workmanlike manner. All damage or injury to have accepted the Demised Premises as being and to its fixtures, appurtenances and equipment caused by Tenant moving property in goodor out of the Building or by installation or removal of furniture, sanitary orderfixtures or other property, conditionor from any other cause of any other kind or nature whatsoever due to the neglect, and repair. Tenant shallimproper conduct of, or other cause by Tenant, its servants, or employees, shall be repaired, restored or replaced by Landlord at Tenant's sole cost and expenseexpense (except for loss or damage or other insured against risks contained in fire insurance policies with standard extended coverage, whether or not said insurance is actually purchased.) Tenant shall not place a load upon any floor of the Demised Premises exceeding the floor load per square foot area which such floor was designed to carry. (b) During the progress of any work in the Demised Premises performed by the Landlord pursuant to the provisions hereof, Landlord may keep and maintain store therein all necessary materials, tools, supplies, and equipment. Landlord shall not be liable for inconvenience, annoyance, disturbance, loss of business or other damage of Tenant or any subtenant by reason of making such repairs or performance of any such work, or on account of bringing materials, tools, supplies and equipment into the Demised Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part course thereof, and the parties hereto affirm obligations of Tenant under this Lease shall not be affected thereby, provided that the Landlord has made no representations uses efforts reasonable under the circumstances to minimize to the extent practical any resulting inconvenience, annoyance, disturbance, loss of business or other damage to Tenant respecting or any subtenant by reason of making such repairs or the condition performance of any such work or of any of the Premises or the Building except as specifically herein set forthmatters referred to above. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unitc) which is located outside the Premises and other tenantAny mechanic's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, faultliens resulting from work done for, or omission by Tenant, its agents, servants, employees, contractors, licensees or inviteesmaterials furnished for, Tenant shall reimburse Landlord for the cost be discharged by Tenant within Thirty (30) days after Tenant receives notice of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with lien at Tenant's business arising from the making of any repairs, alterations, or improvements in or to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectexpense.

Repairs. a. By taking During the continuance of this Sublease, Subtenant shall keep the Subleased Premises and appurtenances in good order and repair; shall keep the Subleased Premises and appurtenances in a wholesome condition without charge or expense to Sublandlord; shall pay for all damages to the Building as well as damages to the tenants or occupants thereof caused by any waste, misuse or neglect of said Subleased Premises, its apparatus or appurtenances; and shall not make nor allow to be made any change, alteration or addition, in, upon or to said Subleased Premises without the written consent of Sublandlord and Primary Landlord for that purpose first had and obtained. Upon the expiration or earlier termination of Subtenant's right to possession of the Subleased Premises, Tenant Subtenant shall be deemed surrender to have accepted Sublandlord the Subleased Premises in as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repairrepair as on the Commencement Date, ordinary reasonable wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended termall alterations, of fixtures (other than Subtenant's trade fixtures) and improvements shall remain with, and become the heat pump unitsproperty of, thermostats and other equipment which Sublandlord unless Subtenant is associated with directed by Sublandlord in writing to remove the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option same prior to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender Subtenant's right to possession of the Subleased Premises. If Subtenant fails to leave the Subleased Premises to Landlord in good such condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord then Sublandlord shall have no obligation whatsoever the right to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain restore the structural portions of the Building, same to such condition and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant Subtenant shall reimburse Landlord Sublandlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectthereof plus fifteen percent (15%).

Repairs. a. By taking possession of the Premises, 10.01 Tenant shall be deemed to have accepted periodically inspect the Premises as being to identify any conditions that are dangerous or in good, sanitary order, condition, and need of maintenance or repair. Tenant shall promptly provide Landlord with notice of any such conditions. Tenant shall, at Tenant's its sole cost and expense, keep perform all maintenance and maintain repairs to the Premises that are not Landlord’s express responsibility under this Lease, and every part thereof keep the Premises in good condition and repair, reasonable wear and tear excepted. Tenant’s repair and maintenance obligations include, without limitation, repairs to: (a) floor coverings; (b) interior partitions; (c) doors (including, without limitation, overhead and roll up doors); (d) the interior side of demising walls; (e) electronic, fiber, phone and data cabling and related equipment that is installed by or for th e exclusive benefit of Tenant; (f) supplemental air conditioning units, kitchens, including hot water heaters, plumbing, and similar facilities exclusively serving the Premises; and (g) except as set forth in Exhibit B, Tenant Improvements and Tenant Alterations. The standard for comparison of condition will be the condition of the Premises as of the original date of Landlord’s delivery of the Premises and failure to meet such standard shall create the need to repair, ordinary wear and tear excepted. If Tenant shall be responsible for replacing any damaged does not perform required maintenance or broken windows in repairs after ten (10) days’ written notice from Landlord (or such lesser period given the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Leaseemergency), Landlord shall have no obligation whatsoever the right but not the obligation, without waiver of Default or of any other right or remedy, to alterperform such obligations of Tenant on Tenant’s behalf, remodeland Tenant will reimburse Landlord for any costs incurred, improvetogether with an administrative charge in an amount equal to 7% of the cost of the repairs, repairi mmediately upon demand 10.02 Subject to the provisions of Section 1.04, decorateSection 10.01, Article 15 (Damage or paint Destruction) and Article 19 (Condemnation), Landlord at all times during the Premises Lease Term and subsequent renewal periods shall maintain and promptly and expeditiously undertake and manage all necessary or any part thereofcustomary repairs to, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition maintenance of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain (a) the structural portions elements of the Building; (b) the mechanical, electrical, plumbing and fire/life safety systems serving the Building and the heating, ventilation and air conditioning equipment Premises in general (including the central cooling tower and control unit) which is located outside but not serving the Premises solely); (c) the Common Areas, including but not limited to the stairwells and other tenant's premises or which serves the common parking areas; provided(d) the roof of the Building; (e) the exterior windows and the atrium windows of the Building; and (f) the elevators serving the Building. Any damage caused by or repairs necessitated by any negligence or act of Tenant or any Tenant Entity may be repaired by Landlord at Landlord’s option and Tenant’s expense, howeversubject to the provisions of Section 11.09. Landlord’s liability with respect to any defects, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, faultrepairs, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant maintenance for which Landlord is responsible under any of the provisions of this Lease shall reimburse Landlord for be limited to the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereofmaintenance, and there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's ’s business arising from the making of any repairs, alterations, alterations or improvements in or to any portion of the Premises, the Building or Premises or in the Common Areas or to fixtures, appurtenancesappurtenances or equipment in the Building or the Common Areas, except as provided in Section 8.02 and equipment thereinArticle 15. Tenant expressly waives the benefit of any statute or other legal right now or hereafter in effect which would otherwise afford Tenant the right to make repairs at Landlord's expense under any law’s expense, statutewhethe r by deduction of rent or otherwise, or ordinance now to terminate this Lease because of Landlord’s failure to keep the Property, or hereafter any part thereof in effectgood order, condition and repair.

Repairs. a. By taking possession Landlord shall maintain and repair the public portions of the PremisesBuilding, Tenant shall be deemed both exterior and interior to have accepted keep the Premises as being same in good, sanitary order, first class condition, and repair. Tenant shall, throughout the Term, take good care of the Premises and the fixtures and appurtenances therein and at Tenant's ’s sole cost and expense, keep make all nonstructural repairs thereto as and maintain the Premises and every part thereof when needed to preserve them in good condition working order and repaircondition, ordinary reasonable wear and tear exceptedand damage for which Tenant is not responsible under the terms of this Lease excepted and except that Tenant shall not be required to make any repairs to any building systems or areas outside the Premises unless the same are required due to damage thereto caused by the Tenant. Tenant shall be responsible pay Landlord for replacing any damaged or broken windows all replacements to the lamps, tubes, ballasts and starters in the lighting fixtures installed in the Premises. Notwithstanding the foregoing, unless such all damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option injury to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or to any other part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, or to its fixtures, equipment and appurtenances, whether requiring structural or nonstructural repairs, caused by or resulting from the heatingcarelessness, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises omission, neglect or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, faultimproper conduct of, or omission Alterations made by, or any work, labor, service or equipment done for or supplied to, Tenant or any subtenant, or the installation, use or operation of any property or equipment by Tenant or any of Tenant’s subtenants, agents, employees, invitees or licensees, shall be repaired promptly by Tenant, at its agentssole cost and expense, servants, employees, contractors, licensees or invitees, to the satisfaction of Landlord. Tenant also shall reimburse Landlord for repair all damage to the cost of such maintenance Building and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during caused by the initial Termmoving of Tenant’s fixtures, furniture or equipment. Any failure All the aforesaid repairs shall be of quality and class equal to the original work or construction and shall be made in accordance with the provisions of Article 3 hereof. If Tenant fails after ten (10) days written notice to proceed with due diligence to make repairs required to be made by Tenant hereunder or if Landlord elects to make any such repairs in or to perform any maintenance the Building or the facilities and systems thereof for which Tenant is responsible, the same may be made by Landlord, at the expense of Tenant, and the expenses thereof incurred by Landlord shall not constitute be collectible by Landlord as additional rent promptly after rendition of a breach hereof unless such failure ▇▇▇▇ or statement therefor. Tenant shall persist for an unreasonable time after written give Landlord prompt notice of any defective condition in the need of such repairs or maintenance is given to Premises for which Landlord by Tenantmay be responsible hereunder. Except as expressly provided in paragraph 21 hereofthis Lease, there shall be no abatement allowance to Tenant for a diminution of rent rental value and no liability on the part of Landlord by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the making of Landlord, Tenant or others making, or failing to make, any repairs, alterations, additions or improvements in or to any portion of the Building Building, or Premises the Premises, or in or to fixtures, appurtenances, or equipment thereof. If the Premises be or become infested with vermin, Tenant, at Tenant’s expense, shall cause the same to be exterminated from time to time to the reasonable satisfaction of Landlord and equipment shall employ such exterminators and such exterminating company or companies as shall be approved by Landlord. The water and wash closets and other plumbing fixtures shall not be used for any purposes other than those for which they were designed or constructed, and no sweepings, rubbish, rags, acids or other substances shall be deposited therein. Tenant waives If at any time any windows of the right to make repairs at Premises are temporarily closed, darkened or bricked-up for any reason whatsoever including, but not limited to, Landlord's expense under any law, statute’s own acts, or ordinance now any of such windows are permanently closed, darkened or hereafter in effectbricked-up if required by law or related to any construction upon property adjacent to the Real Property by Landlord or others, Landlord shall not be liable for any damage Tenant may sustain thereby and Tenant shall not be entitled to any compensation therefore nor abatement of Rent nor shall the same release Tenant from its obligations hereunder nor constitute an eviction provided such obstruction to the windows is not due to Landlord voluntarily allowing such obstruction for reasons other than the safety of the Building or to comply with Law.

Repairs. a. By taking possession 4.1 Except as otherwise provided in this Lease, Lessor shall maintain and repair the exterior walls, foundation, subfloor and roof of the Building and the utility installations, wiring, conduit and plumbing that provide water, sewer, electricity, telephone and gas service to the meter boxes of the Leased Premises, Tenant or if there is no meter, to the first point on the interior of the Leased Premises. In no event shall Lessor be deemed required to have accepted maintain or repair any doors, plate glass or other breakable materials used in the Building or to make any repairs resulting from any act or omission of Lessee or its subtenants or their respective agents, employees, invitees, contractors, concessionaires or similar parties. Lessor shall not be liable for any failure to make repairs unless Lessee first gives written notice to Lessor specifying the repair in question, such repair is in fact necessary and Lessor fails to complete the repair within a commercially reasonable time after the notice. In no event shall Lessor be liable for damage resulting from failure of plumbing, electrical, gas, water or other pipes, systems or facilities in or about the Leased Premises as being in goodor the Building or for damage caused by water coming through the roof, sanitary orderskylights, conditionvents or otherwise, and repairunless the damage directly results from Lessor’s failure to maintain or repair facilities required to be repaired or maintained by Lessor pursuant to the express terms of this Lease. Tenant shallHowever, at Tenant's sole cost and expenseLessor shall not be liable to Lessee for any lost profits or consequential damages of any kind. 4.2 Except for those items which are expressly the responsibility of Lessor pursuant to Section 4.1, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant Lessee shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and all other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated at the Leased Premises, and shall keep the Leased Premises and all equipment, facilities, light bulbs, filters and trade fixtures in any part or in whole by serving the actLeased Premises. Without limitation, neglectLessee shall promptly replace all exterior and interior glass that may be broken, fault, cracked or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice otherwise damaged with glass of the need of such repairs same quality and appearance, and shall maintain and repair all exterior and interior doors, including overhead garage doors. If Lessee fails to maintain or maintenance is given repair any item within ten days after Lessor’s request, Lessor may, but without obligation to Landlord do so and in addition to any other remedy, make the repair or perform the work without liability to Lessee for any resulting damage, and Lessee shall immediately reimburse the expenses incurred by TenantLessor in connection therewith. Except as provided in paragraph 21 hereofLessee shall permit no waste, there shall be no abatement of rent and no liability of Landlord by reason of any damage or 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 Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectLeased Premises.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including all improvements, fixtures, equipment, interior window coverings, and maintain furnishings therein, and the floor or floors of the Building on which the Premises is located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant's own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant's failure to repair within five (5) days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project, but in no event in excess of the percentage set forth in Section 8.3 below) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant's expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord's insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, or (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair7.1. Tenant shall, at Tenant's its sole cost and expense, keep make such repairs to the demised premises and maintain the Premises fixtures and every part thereof in good condition and repairappurtenances therein as are necessitated by the act, ordinary omission, occupancy or negligence of Tenant or by normal wear and tear exceptedor by the use of the demised premises in a manner contrary to the purposes for which same are leased to Tenant or the performance of Alterations by or for Tenant, as and when needed to preserve them in good working order and condition. Except as otherwise provided in Section 9.04 hereof, all damage or injury to the demised premises and to its fixtures, appurtenances and equipment or to the Building or to its fixtures, appurtenances and equipment caused by Tenant moving property in or out of the Building or by installation or removal of furniture, fixtures or other property, shall be repaired, restored or replaced promptly by Tenant at its sole cost and expense, which repairs, restorations and replacements shall be in quality and class equal to the original work or installations but Tenant shall not be responsible and Landlord shall be responsible for replacing any damaged such repairs, restorations or broken windows in the Premises, unless such damage or breakage is caused replacements as are required by Landlord's employees negligence or contractorswillful misconduct except to the extent that Tenant shall be compensated therefor by the proceeds of insurance or would be compensated thereof or if it had obtained the insurance coverage required under Article 9 hereof. If Tenant fails to make such repairs, restoration or replacements for which Tenant is responsible for hereunder, then, upon ten (10) days prior notice (except that no such notice shall be required in case of an emergency), same may be made by Landlord at the maintenance, during the Term, expense of Tenant and any extended term, such expense shall be collectible as additional rent and shall be paid by Tenant within 20 days after rendition of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premisesa ▇▇▇▇ therefor. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions The exterior walls of the Building, the portions of any window ▇▇▇▇▇ outside the windows, and the heating, ventilation windows are not part of the premises demised by this Lease and air conditioning equipment (including Landlord reserves all rights to such parts of the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Building. 7.2. Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make not place a load upon any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice floor of the need of demised premises exceeding the floor load per square foot area which such repairs or maintenance is given floor was designed to Landlord by Tenant. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.carry (i.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures, equipment, window coverings, and maintain furnishings therein, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant’s failure to repair within five (5) days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times and upon at least 24 hours prior notice to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, or (ii) repairs which are the obligation of Tenant hereunder which Tenant fails to make after the applicable notice and cure period, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant’s use of, or access to, the Premises; provided that, with respect to item (ii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the Premises. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of During the PremisesLease term, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shallmake, at Tenant's sole cost and expense, keep all necessary repairs to the Leased space. Repairs shall include such items as routine repairs of floors, walls, ceilings, and maintain other parts of the Premises Leased space damaged or worn through normal occupancy, except for major mechanical systems or the roof, subject to the obligations of the parties otherwise set forth in this Lease. Tenant, at Tenant's expense, shall have the right, upon obtaining Landlord's written consent, to remodel, redecorate, and every make additions, improvements and replacements of and to all or any part thereof of the Leased space from time to time as Tenant may deem desirable, provided the same are made in a workmanlike manner and utilizing good condition quality materials. Tenant shall have the right to place and install personal property, trade fixtures, equipment and other temporary installations in and upon the Leased space, and fasten the same to the premises. All personal property, equipment, machinery, trade fixtures and temporary installations, whether acquired by Tenant at the commencement of the Lease term or placed or installed on the Leased space by Tenant thereafter, shall remain Tenant's property free and clear of any claim by Landlord. Tenant shall have the right to remove the same at any time during the term of this Lease provided that Tenant shall repair, ordinary wear at Tenant's expense, all damage to the Leased space caused by such removal. Property Taxes Landlord shall pay, prior to delinquency, all general real estate taxes and tear exceptedinstallments of special assessments coming due during the Lease term on the Leased space, and all personal property taxes with respect to Landlord's personal property, if any, on the Leased space. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated paying all personal property taxes with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option respect to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 personal property at the making of any repairs, alterations, or improvements in or to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectLeased space.

Repairs. a. By taking possession of Except to the Premisesextent Landlord is responsible for repair and maintenance as expressly set forth below, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including all improvements, fixtures, furnishings, and maintain systems and equipment therein (including, without limitation, (a) plumbing fixtures and equipment such as dishwashers, garbage disposals, and insta-hot dispensers, and (b) all equipment located in the Premises that is utilized to supply supplemental HVAC to the Premises), and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant's own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant, or as set forth in Section 11 below; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingbase building systems and equipment of the Building, ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant's expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord's insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, in accordance with Article 27 below, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives and releases any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. (a) By taking possession of the Premisesentry hereunder, Tenant shall be deemed to have accepted accepts the Premises as being in good, good and sanitary order, condition, condition and repair. Tenant shall, when and if needed or whenever requested by Landlord to do so, at Tenant's sole cost and expense, keep maintain and maintain make all repairs to the interior of the Premises and every part thereof thereof, to keep, maintain and preserve the Premises in good condition and repairfirst class condition, excepting ordinary wear and tear exceptedtear, and repair. Tenant Any such maintenance and repairs shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused performed by Landlord's employees contractor, or contractorsat Landlord's option, by such contractor or contractors as Tenant may choose from an approved list to be submitted by Landlord. All costs and expenses incurred in such maintenance and repair shall be paid by Tenant within seven (7) business days after billing by Landlord or such contractor or contractors unless such repair is responsible for necessitated by the maintenanceact, during the Termneglect, and fault or omission of any extended termduty of Landlord, of the heat pump unitsits agents, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extendservants or employees. Tenant shall upon the expiration or sooner termination of this Lease the term hereof surrender the Premises to Landlord in good conditionthe same condition as when received, ordinary reasonable wear and tear exceptedtear, casualty and condemnation excepted and subject to Section 13(i) above. Except as specifically provided set forth in an addendum, if any, to this LeaseExhibit "C" herein, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, decorate or paint the Premises or any part thereof, thereof and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. (b) Landlord shall repair and maintain the structural portions of the Building, and including the basic plumbing, heating, ventilation and ventilating, air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises electrical systems installed or which serves the common areas; providedfurnished by Landlord, however, that if any unless such maintenance and repairs are necessitated caused in any part or in whole by the act, neglect, fault, fault of or omission of any duty by Tenant, its agents, servants, employees, contractors, licensees employees or invitees, in which case Tenant shall reimburse pay to Landlord for as additional rent, the actual reasonable cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any not be liable for any failure by Landlord to make any such repairs repairs, or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph Paragraph 21 hereof, 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, alterations or improvements in or to any portion of the Building or the Premises or in or to fixtures, appurtenancesappurtenances and equipment therein unless such repair is necessitated by the act, neglect, fault or omission of any duty of Landlord or its agents, servants or employees, in which case, if Tenant is unable to use the Premises, or any portion of it, during the period of such repairs, rent shall be abated in proportion to the portion of the Premises rendered unusable until Tenant is again able to use the entire Premises . Tenant shall maintain and repair at its sole cost and expense, and equipment therein. with maintenance contractors approved by Landlord, all special non-base building facilities installed by or on behalf of Tenant waives the right including but not limited to make repairs at Landlord's expense under any lawlavatory, statuteshower, toilet, washbasin and kitchen facilities and special heating and air conditioning systems, including all plumbing connected to said facilities or ordinance now or hereafter in effect.systems,

Repairs. a. By taking possession Landlord will keep the exterior and common areas of the Office Building, including without limitation, the structure, roof, load bearing walls and foundation, and all heating, ventilating and air conditioning equipment, all plumbing, life/safety, electrical, wiring and other mechanical systems serving the Leased Premises in good order and repair and in compliance with all applicable laws, ordinances and regulations, provided that Tenant shall give Landlord written notice of the necessity for such repairs to the extent within the Leased Premises, provided that if the damage thereto shall have been caused by the negligence of Tenant, its agents, employees, or servants, Tenant shall be deemed responsible for the cost thereof, subject to have accepted the Premises as being waiver of claims and subrogation contained herein. In addition, Landlord shall maintain the Office Building Area, including parking areas and landscaping in good, sanitary order, good condition, and repairshall promptly perform snow and ice removal as necessary. Tenant shallwill keep the interior of the Leased Premises in substantially the same repair as existed on the commencement date and will surrender the Leased Premises at the expiration of the term or at such other time as it may vacate the Leased Premises in as good condition as when received, excepting ordinary wear and tear and damage by fire, unavoidable accident or Act of God. Tenant will not overload the electrical wiring serving the Leased Premises or within the Leased Premises, and will install at its own expense, but only after obtaining Landlord's written approval, any additional electrical wiring which may be required in connection with Tenant's apparatus. Landlord shall warrant the roof, windows and all structural elements of the Building shall be delivered in good working order and have a useful life of at least the term of the initial Lease Term. Should any of these capital items fail and need replacement during this time, the Landlord, at Tenant's its sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing the cost of the replacement and shall not pass any damaged or broken windows of these costs on to the Tenant. Existing HVAC equipment shall be in the Premisesgood working order, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible repair and condition with controls for the maintenance, gas/electric rooftop units serving the ELased Premises under Tenant’s sole control. The HVCAC shall be separately metered. Should any of the HVAC units fail and need replacement during the Term, the Landlord, at its sole cost and any extended termexpense, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is shall be responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance the replacement and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice pass any of the need of such repairs or maintenance is given these costs on to Landlord by Tenant. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of Landlord shall at all times during the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and Lease Term maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain operating order the structural portions of the Building, including, without limitation, the foundation, floor slabs, ceilings, roof, columns, beams, shafts, stairs, stairwells, escalators, elevators, Base Building restrooms and all Common Areas (collectively, the “Building Structure”), and the heatingBase Building mechanical, ventilation electrical, life safety, plumbing, sprinkler and air conditioning equipment HVAC systems installed or furnished by Landlord (including collectively, the central cooling tower and control unit) which is located outside “Building Systems”). Except as specifically set forth in this Lease to the contrary, Tenant shall not be required to repair the Building Structure and/or the Building Systems, except to the extent required because of Tenant’s use of the Premises for other than normal and customary business office operations. Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term, except for (a) damage caused by ordinary wear and tear or beyond the reasonable control of Tenant, (b) damage caused by fire or other tenant's premises casualty (which damage caused by fire or which serves other casualty shall be governed by the common areasterms of Article 11 of this Lease), (c) damage caused by the negligence or willful misconduct of Landlord or the Landlord Parties, and (d) damage that Landlord is required to repair or that results from Landlord’s breach of its obligations under this Lease; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the actthat, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair have the exclusive right, at Landlord’s option, but not the obligation, to make such repairs and replace replacements at Tenant’s sole cost and expense. In the HVAC equipment within the Premises during the initial Term. Any failure by event that Landlord elects to make any such repair, Landlord hereby agrees that (1) the cost to Tenant of such repair shall be reasonably priced vis-à-vis the cost to Tenant if Tenant had contracted directly for such repair with another qualified contractor approved by Landlord, and (2) the time period required to complete such repair shall not be materially longer than the time period required to complete such repair had Tenant contracted directly for such repair with a qualified contractor approved by Landlord. In the event Landlord does not elect to make such repairs or and replacements, then such repairs shall be performed by a contractor (and subcontractors, as necessary) retained by Tenant and approved by Landlord to perform any maintenance work at the Project, provided that Landlord shall have the right to require the use of designated contractors or vendors with respect to work on the Building Structure or Building Systems (the “Major Trades”). Such contractor(s) shall follow Landlord’s reasonable and non-discriminatory construction administration procedures and utilize the standard specifications and details for the Building, all as promulgated by Landlord from time to time. Subject to the terms of Section 19.5 and Article 27 of this Lease below, Landlord may, but shall not constitute a breach hereof unless be required to, enter the Premises at all reasonable times to make 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession Tenant shall give to Landlord prompt notice of any damage to, or defective condition in any Part of or appurtenance to the Building's plumbing, electrical, heating, air-conditioning or other systems serving, located in, or passing through the Premises. Subject to the provisions of Article 11, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including everything therein (except the heating and air-conditioning systems), in good order, condition and repair during the term. Landlord shall, as part of the Operating Costs set forth in Article 6, maintain the heating and air-conditioning systems throughout the Building (including the Premises) and the outside walls, outside windows, roof and foundation of the Building containing the Premises and every part thereof in good condition order and repair. Repairs made by Landlord required due to negligence or fault of Tenant, ordinary wear its contractors, agents or employees shall be made at Tenant's expense, plus nineteen percent (19%) administrative charge. EXCEPTING ANY OF TENANT'S OBLIGATIONS AS MAY BE SPECIFICALLY SET FORTH IN THIS LEASE AND SUBJECT TO ANY REIMBURSEMENT WHICH MAY BE PERMITTED PURSUANT TO THE PROVISIONS OF ARTICLE 6, ABOVE, LANDLORD SHALL REPLACE THE ROOF, THE HVAC, PLUMBING AND ELECTRICAL SYSTEMS, AND STRUCTURAL PORTIONS THE BUILDING AND PREMISES AS THE SAME MAY BECOME NECESSARY. Tenant, at Tenant's expense, shall comply with all laws or ordinances, and tear excepted. all rules and regulations of all governmental authorities and of all insurance bodies at any time in force, applicable to the Premises or to Tenant's use thereof, except that Tenant shall not hereby be responsible for replacing under any damaged obligation to comply with any law, ordinance, rule or broken windows regulation requiring any structural alteration of or in connection with the Premises, unless such damage alteration is required by reason of a condition which has been created by, or breakage at the instance of, Tenant, or is caused required by reason of a breach of any of Tenant's covenants and agreements hereunder. All repairs made by Tenant shall be made using contractors approved by Landlord's employees , which approval shall not be unreasonably withheld. If Tenant fails or contractors. Tenant is responsible for the maintenanceneglects to comply with any laws or ordinances, during the Termrules and regulations of any governmental authority or insurance body as herein required of Tenant, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises then Landlord or its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside agents may enter the Premises and other tenant's premises make said repairs and comply with any laws or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, faultordinances, or omission by the rules and regulations of any governmental authority or insurance body at the cost and expense of the Tenant, its agentsplus a 19% administrative charge, servantsand in case Tenant fails to pay therefor upon notice within five (5) days thereafter, employees, contractors, licensees the said cost and expenses shall be added to the next month's installment of fixed monthly minimum rent and be due and payable as such or invitees, Tenant shall reimburse Landlord for may deduct the cost same from any balance remaining in Landlord's hands. This provision is in addition to the right of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord terminate this Lease by reason of any injury to or interference with default on the part of Tenant's business arising from the making of any repairs, alterations, or improvements in or to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ▇▇▇▇▇▇’s own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at ▇▇▇▇▇▇’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition and repair, (ordinary wear and tear excepted) and replace or repair all damaged, broken, or worn fixtures and appurtenances, except to the extent that such repairs are required due to the gross negligence or willful misconduct of Landlord; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in repairs to the Premisesexterior walls, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, foundation and any extended term, roof of the heat pump unitsBuilding, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heatingsystems and equipment of the Building (subject to inclusion of the cost of such repairs in Operating Expenses to the extent permitted by Article 4), ventilation and air conditioning equipment (including except to the central cooling tower and control unit) which is located outside extent that such repairs are required due to the Premises and other tenant's premises negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace not be required to, upon not less than twenty-four (24) hours prior notice to Tenant (except in the HVAC equipment within event of an emergency, in which event, no notice shall be required), enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. In making any such repairs, Landlord shall use commercially reasonable efforts to minimize any interference with ▇▇▇▇▇▇’s use of the Building or Premises or in or to fixtures, appurtenances, and equipment thereinPremises. Tenant hereby waives the and releases its right to make repairs at Landlord's ’s expense under Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair7.01. Tenant shall, at Tenant's its sole cost and expense, keep and maintain make such repairs to the Demised Premises and every part thereof the fixtures and appurtenances therein as are necessitated by the act, omission, occupancy or negligence of Tenant or by the use of the Demised Premises in a manner contrary to the purposes for which same are leased to Tenant, as and when needed to preserve them in good working order and condition and repair, ordinary wear and tear excepted. Tenant shall be responsible except to the extent the need for replacing any damaged or broken windows in the Premises, unless such damage or breakage repairs is directly caused by Landlord's employees gross negligence or contractorswillful misconduct. Except as otherwise provided in this Lease, all damage or injury to the Demised Premises and to its fixtures, appurtenances and equipment caused by Tenant moving property in or out of the Building or by installation or removal of furniture, fixtures or other property, shall be repaired, restored or replaced promptly by Tenant at its sole cost and expense, which repairs, restorations and replacements shall be in quality and class substantially equal to the original work or installations. If Tenant fails to make any repairs in and to the Building and the facilities and systems thereof for which Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair applicable notice and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendumcure periods, if any, same may be made by Landlord at the expense of Tenant and such expense shall be collectible as additional rent and shall be paid by Tenant within ten (10) days after rendition of a bill therefor. Landlord may, at its option, before commencing any su▇▇ ▇ork or at any time thereafter, require Tenant to furnish to Landlord such security, in form and amount as Landlord reasonably shall deem necessary to assure the payment for such work by Tenant. The exterior walls of the Building, the portions of any window sills outside the windows and the windows are not part of the premis▇▇ ▇▇mised by this Lease and Landlord reserves all rights to such parts of the Building and, unless same is the responsibility of Tenant pursuant to any provision of this Lease, Landlord shall have no obligation whatsoever to altermaintain same, remodelas well as base-building HVAC, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions elements of the Building, Building systems and Building common areas, in good order and condition, in all such cases to the heatingextent same affect Tenant's use or enjoyment of the Demised Premises. 7.02. Tenant shall not place a load upon any floor of the Demised Premises exceeding the floor load per square foot area which such floor was designed to carry and which is allowed by law. 7.03. Business machines and mechanical equipment used by Tenant which cause vibration, ventilation noise, cold or heat that may be transmitted to the Building structure or to any leased space to such a degree as to be objectionable to Landlord or to any other tenant in the Building shall be placed and maintained by Tenant at its expense in settings of cork, rubber or spring type vibration eliminators sufficient to absorb and prevent such vibration or noise, or prevent transmission of such cold or heat. The parties hereto recognize that the operation of elevators, air conditioning and heating equipment (including will cause some vibration, noise, heat or cold which may be transmitted to other parts of the central cooling tower Building and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairsDemised Premises. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord be under no obligation to make any endeavor to reduce such repairs vibration, noise, heat or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist cold beyond what is customary in current good building practice for an unreasonable time after written notice buildings of the need of such repairs or maintenance is given to Landlord by Tenantsame type as the Building. 7.04. Except as otherwise specifically provided in paragraph 21 hereofthis Lease, there shall be no abatement allowance to Tenant for a diminution of rent rental value and no liability on the part of Landlord by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the making of any repairs, alterations, additions or improvements in or to any portion of the Building or the Demised Premises or in or to fixtures, appurtenancesappurtenances or equipment thereof. Landlord shall exercise reasonable diligence so as to minimize any interference with Tenant's business operations, and equipment therein. Tenant waives but shall not be required to perform the right to make repairs at Landlord's expense under any law, statute, same on an overtime or ordinance now or hereafter in effectpremium pay basis.

Repairs. a. By taking possession Landlord shall maintain and repair the exterior of and the public portions of the Building and all Building systems servicing the Demised Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, throughout the term of this lease, take good care of the Demised Premises and the fixtures and appurtenances therein and at Tenant's sole cost and expense, keep expense promptly make all repairs thereto and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and whether structural or non-structural in nature, caused by or resulting from the heatingcarelessness, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises omission, neglect or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by improper conduct of Tenant, its agents, Tenant's servants, employees, contractors, licensees or invitees, or licensees. Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair all damage to the Building and replace the HVAC equipment within Demised Premises caused by the Premises during moving of Tenant's fixtures, furniture or equipment. All the initial Termaforesaid repairs shall be of quality or class equal to the original work or construction. Any failure If Tenant fails, after ten (10) days written 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, and the expenses thereof incurred by Landlord shall be collectible, as additional rent, after rendition of a bill or statement therefor. If the Demised Premises be or become infes▇▇▇ with vermin, Tenant shall, at its expense, cause the same to make any such repairs or to perform any maintenance be exterminated. Tenant shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written give Landlord prompt notice of any defective condition in any plumbing, heating system or electrical lines located in the need Demised Premises and following such notice, Landlord shall promptly remedy the condition with due diligence, but at the expense of such Tenant, if repairs are necessitated by damage or maintenance is given injury attributable to Landlord by Tenant, Tenant's servants, agents, employees, invitees or licensees as aforesaid. Except as provided in paragraph 21 hereofhereinafter provided, there shall be no abatement allowance to the Tenant for a diminution of rent rental value and no liability on the part of Landlord by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the Landlord, Tenant or others making of or failing to make any repairs, alterations, additions or improvements in or to any portion of the Building or the Demised Premises or in or and to the fixtures, appurtenances, and appurtenances or equipment thereinthereof. Tenant waives The provisions of this Article 4 with respect to the right making of repairs shall not apply in the case of fire or other casualty with regard to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectwhich Article 9 shall apply.

Repairs. a. By taking possession 7.01. Landlord, at its own cost and expense (subject to recoupment pursuant to Article 3 hereof), shall keep and maintain the public portions of the PremisesBuilding and the systems and facilities of the Building serving the demised premises (to the point of connection where the same enter the demised premises, or in the case of the electric system, to the electric closet on each floor of the demised premises except with respect to the Air-Cooled Units and the Water-Cooled Unit as to which the extent of Landlord's maintenance obligations shall be governed by the provisions of clause (ii) of subsection 21.01(a) hereof) in good working order, condition and repair and shall make all repairs thereto structural and otherwise, interior and exterior, as and when needed, to the extent that such items affect the use, occupancy or enjoyment of the demised premises for the conduct of Tenant's business, and Landlord shall make structural repairs to the demised premises, except that nothing contained in the foregoing shall obligate the Landlord to make those repairs for which Tenant is specifically responsible pursuant to any of the provisions of this Lease. Tenant shall be deemed to have accepted take good care of the Premises as being in good, sanitary order, condition, demised premises and repair. Tenant shall, at Tenant's its sole cost and expense, keep make such non-structural repairs to the demised premises and maintain the Premises fixtures and every part thereof appurtenances therein as are necessitated by the act, omission, occupancy or negligence of Tenant or by the use of the demised premises in a manner contrary to the purposes for which same are leased to Tenant, as and when needed to preserve them in good condition working order and repaircondition. Notwithstanding the foregoing, ordinary wear all damage or injury to the demised premises and tear exceptedits fixtures, equipment and appurtenances whether requiring structural or non-structural repairs, caused by or resulting from the negligence or willful misconduct of Tenant, its servants, employees, invitees, contractors or licensees, shall be repaired promptly by Tenant at its sole cost and expense. Tenant Tenant, at its expense, shall promptly replace all damaged or broken doors and glass (other than exterior windows) in and about the demised premises unless such damage was caused by Landlord or its agents, employees or contractors, and shall be responsible for replacing any damaged or broken windows all repairs, maintenance and replacement of wall and floor coverings in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, demised premises and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement maintenance of the HVAC all sanitary and electrical fixtures and equipment within the Premises during any extended term if Tenant exercises its option to extendtherein. Tenant shall upon PARK AVE ARMORY/NYLPC - LEASE PT I promptly make, at Tenant's expense, all repairs in or to the expiration demised premises for which Tenant is responsible hereunder, and any repairs required to be made by Tenant hereunder to the mechanical, electrical, sanitary, heating, ventilating, air-conditioning or sooner termination other systems of this Lease surrender the Premises Building shall be performed only by contractor(s) approved by Landlord, such approval not to be unreasonably withheld or delayed. Any other repairs in or to the Building outside the demised premises and the facilities and systems of the Building for which Tenant is responsible, shall be performed by Landlord in good condition, ordinary wear at a reasonable cost and tear exceptedat Tenant's expense. Except as specifically otherwise provided in an addendumSection 9.05 hereof, if anyall damage or injury to the demised premises and to its fixtures, appurtenances and equipment or to this Leasethe Building or to its fixtures, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, appurtenances and equipment caused by Tenant moving property into or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition out of the Premises Building or by installation or removal of furniture, fixtures or other property, shall be repaired, restored or replaced promptly by Tenant at its sole cost and expense, which repairs, restorations and replacements shall be in quality and class substantially equal to the Building except original work or installations. If Tenant fails to make such repairs, restoration or replacements within a reasonable period of time after demand is made therefor by Landlord, the same may be made by Landlord at the expense of Tenant and such expense shall be collectible as specifically herein set forth. b. Landlord additional rent and shall repair and maintain the structural portions be paid by Tenant within 15 days after rendition of a ▇▇▇▇ therefor. The exterior walls of the Building, the portions of any window ▇▇▇▇▇ outside the windows, the windows, the fire stairs, any terraces or Building set back areas, utility closets and any shafts passing through the heatingfloor on which the demised premises are located are not part of the premises demised by this Lease, ventilation and Landlord reserves all rights to such parts of the Building. 7.02. Tenant shall not place a load upon any floor of the demised premises exceeding the floor load per square foot area which is allowed by law. 7.03. Business machines and mechanical equipment used by Tenant which cause vibration, noise, cold or heat that is transmitted to the Building structure or to any leased space to such a degree as to be objectionable to Landlord or to any other tenant in the Building in Landlord's reasonable judgment shall be placed and maintained by Tenant at its expense in settings of cork, rubber or spring type vibration eliminators sufficient to absorb and prevent such vibration or noise, or prevent transmission of such cold or heat. The parties hereto recognize that the operation of elevators, air conditioning and heating equipment (including will cause some vibration, noise, heat or cold which may be transmitted to other parts of the central cooling tower Building and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairsdemised premises. Landlord shall also repair and replace be under no obligation to endeavor to reduce such vibration, noise, heat or cold provided that the HVAC equipment within same does not exceed the Premises during level thereof generally maintained in office buildings comparable to the initial TermBuilding. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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 TenantPARK AVE ARMORY/NYLPC - LEASE PT I 7.04. Except as otherwise specifically provided in paragraph 21 hereofthis Lease, there shall be no abatement allowance to Tenant for a diminution of rent rental value and no liability on the part of Landlord by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the making of any repairs, alterations, additions or improvements in or to any portion of the Building or Premises the demised premises or in or to fixtures, appurtenancesappurtenances or equipment thereof. 7.05. Landlord shall use its reasonable efforts to minimize interference with Tenant's access to and use and occupancy of the demised premises in making any repairs, alterations, additions or improvements; provided, however, that Landlord shall have no obligation to employ contractors or labor at so-called overtime or other premium pay rates or to incur any other overtime costs or expenses whatsoever, except that Landlord, at its expense, shall employ contractors or labor at so-called overtime or other premium pay rates to remedy any condition that either (i) threatens the health or safety of any occupant of the demised premises or (ii) materially adversely interferes with Tenant's ability to conduct its business at the demised premises. In all other cases, at Tenant's request, Landlord shall, upon Tenant's written request therefor, employ, if reasonably practicable, contractors or labor at so-called overtime or other premium pay rates and equipment therein. Tenant waives shall be liable as additional rent hereunder for the right excess costs attributable thereto and shall pay same to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectLandlord within fifteen (15) days after demand therefor.

Repairs. a. By taking possession [IN CLAUSES 18, 19 AND 28, AS BETWEEN THE COUNCIL AND EFS, A DISCUSSION ON THE SCOPE OF RESPECTIVE RESPONSIBILITY FOR INTERNAL/EXTERNAL PARTS OF THE PROPERTY AND RESPONSIBILITY FOR THE ROADS AND PATHWAYS IN THE PROPERTY, THE PERIMETER FENCE AROUND THE PROPERTY, ALL GATES, SECURITY BARRIERS WITHIN THE PROPERTY, ALL EXTERNAL LIGHTING AROUND THE PROPERTY AND BOILERS WITHIN THE PROPERTY, WILL WAIT UNTIL THE INITIAL DILAPIDATIONS SURVEY IS COMPLETE.] 18.1 [SCOPE PARKED PURSUANT TO NOTE AT THE START OF CLAUSE 18] The Tenant shall keep the interior of the Premisesbuildings comprised in the Property (collectively “Items Within the Tenant’s Responsibility”) clean and tidy and in good repair and condition and shall ensure that any Service Media within and exclusively serving the Property is kept in good working order. 18.2 [SCOPE PARKED PURSUANT TO NOTE AT THE START OF CLAUSE 18] To the extent that any disrepair to Items Within the Tenant’s Responsibility has been caused by an Insured Risk, the Tenant shall be deemed either make good the disrepair out of its own monies or make a claim on its policies of insurance and to have accepted lay out and expend any insurance proceeds on making good the Premises as being in good, sanitary order, condition, disrepair and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing make up any damaged want or broken windows deficiency in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, costs of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement repairs out of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forthown monies. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows and keep all parts of the demised premises and the appurtenances thereto in the Premisesgood, unless such damage or breakage is caused by safe, tenantable condition, slightly in appearance, and in good order and repair. This article shall not abrogate Landlord's employees or contractors. Tenant is responsible responsibilities for the maintenance, during the Term, and any extended term, repairs to all portions of the heat pump unitsdemised premises where the need for such repairs is attributable to Landlord's act, thermostats and other equipment which is associated with acts and/or negligence or when such repairs are expressly made the heatingresponsibility of Landlord under another article of this lease, ventilation and air conditioning equipment ("HVAC equipment") which is located within including, without limiting the Premises. Tenant is responsible for the repair and replacement generality of the HVAC equipment within foregoing, the Premises during articles hereof, captioned "DAMAGE CLAUSE" and "CONDEMNATION". Landlord shall in no event be required to make any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration repairs, replacements or sooner termination of this Lease surrender the Premises to Landlord in good condition, corrections which are necessitated by (i) ordinary wear and tear excepted. Except as specifically provided in an addendumto the applicable improvements, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, (ii) abuse or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such faulty maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agentsagents or employees or (iii) acts of the Tenant, servantsits agents or employees. Landlord shall not be liable for any damage to the building or Tenant's fixtures, employeesinstallations or improvements which occur ten (10) days after the date Tenant has actual knowledge of a breach by Landlord of an obligation to repair hereunder but before the date Tenant gives written notice to Landlord setting forth such breach, contractorsprovided such damage could have been avoided if such notice were given. DAMAGE CLAUSE If the whole or any part of any building or other improvement located upon the demised land shall during the term hereof, licensees be damaged or inviteesdestroyed by fire or other casualty required to be insured against by Tenant hereunder, Tenant shall, subject to Unavoidable Delays,, promptly remove any resulting debris and repair, restore or rebuild the damaged or destroyed improvements substantially in accordance with the plan or plans pursuant to which such property was constructed and to a condition whereby they will have a value not less than their value just prior to said loss. In the event Tenant, in good faith, is disputing with its insurer the amount of loss payable to Tenant by said insurer, and for that reason the repair and restoration work required hereunder is delayed, Tenant hereby agrees that Tenant shall indemnify Landlord for Landlord's damages occasioned by such delay. Tenant shall not be obligated to perform the undertakings set forth in this paragraph unless and until Landlord has delivered to Tenant or caused to be delivered to Tenant, without cost to Tenant, a complete set of the as-built plans and specifications for the damaged or destroyed improvements. Anything herein to the contrary notwithstanding, it is understood and agreed that, if such damage or destruction of the type provided for in the preceding paragraph of this article shall have taken place at a time when the term (or the extended term) of this lease is scheduled to expire within a period of three (3) years thereafter, then, and in such event, Tenant shall reimburse have the right and option to terminate the term of this lease, by giving Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of the need of its election so to do within 90 days after such repairs damage or maintenance destruction shall have taken place, and if such notice is given the term of this lease shall terminate as of the last day of the month immediately following the month during which such notice shall have been given. Tenant shall be under no duty to restore or rebuild any building or other improvement located upon the demised land if the term of this lease shall be terminated under the provisions of this article, except that Tenant agrees to restore the building or other improvement to an architectural whole, or in lieu thereof, Tenant may deliver the insurance proceeds to Landlord by Tenant. Except (or, if Tenant is self-insured, an amount equal to what such proceeds would presumably have been had insurance been maintained as provided for in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectthis lease).

Repairs. a. By taking possession of Landlord shall maintain and repair the Premisesfoundation, Tenant shall be deemed to have accepted the Premises as being in goodfloor/ceiling slabs, sanitary orderroof, conditioncurtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, parking garage, stairwells, elevator cabs, plazas, art work, sculptures, washrooms, and repairall common and public areas (the "BUILDING STRUCTURES"), and the mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems which are not part of Tenant's improvements or were not originally constructed by or for the benefit of Tenant or another tenant (the "BUILDING SYSTEMS"). Tenant shall, at Tenant's sole cost and own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant's own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear excepted. or beyond the reasonable control of Tenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the reasonable cost thereof, including a percentage of the cost thereof (to be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible uniformly established for the maintenance, during Building and/or the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment"Project) which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option sufficient to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of all overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such maintenance repairs and repairsreplacements forthwith upon being billed for same. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times and following reasonable notice to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect. Any repair work by Landlord pursuant to the terms of this Article 7 shall be conducted in a commercially reasonable manner so as to minimize disruption to the business of Tenant in the Premises.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the interior non-structural portions of the Premises, including all improvements, fixtures and maintain furnishings therein, and the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all non-casualty damage to the interior non-structural portions of the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear exceptedor beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs within fifteen (15) days following written notice thereof from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Tenant Notwithstanding the foregoing, Landlord shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, repairs to and any extended term, replacements of the heat pump unitsexterior walls, thermostats foundation and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement roof of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good conditionBuilding, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the floors of the Building, and the heating, ventilation systems and air conditioning equipment of the Building (including the central cooling tower and control unit) which is located outside Building systems serving the Premises and other tenant's premises Premises), except to the extent that such repairs are required due to the negligence or which serves the common areaswillful misconduct of Tenant; provided, however, that subject to the terms of Section 10.5 below, if any such maintenance and repairs are necessitated in any part due to the negligence or in whole by the act, neglect, fault, or omission by willful misconduct of Tenant, its agentsLandlord shall nevertheless make such repairs at Tenant’s expense, servantsor, employees, contractors, licensees or inviteesif covered by Landlord’s insurance, Tenant shall reimburse Landlord for the cost of such maintenance and repairsonly be obligated to pay any deductible in connection therewith. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession (a) Landlord shall maintain in good order and repair, subject to normal wear and tear and subject to casualty and condemnation, the Building (including without limitation the roof, foundation, basement, structural portions of interior and exterior structural walls, but excluding the Demised Premises and other portions of the PremisesBuilding leased to other tenants), the mechanical, electrical and plumbing systems within the Building [exclusive of supplemental HVAC, mechanical, electrical or plumbing installations made by Tenant (such as, but not limited to, Liebert units and private restrooms), which shall be maintained by Tenant], the Building parking facilities, the common areas and the landscaped areas. Notwithstanding the foregoing obligation, the cost of any repairs or maintenance to the foregoing necessitated by the intentional acts or negligence of Tenant or its agents, contractors, employees, licensees, subtenants or assigns, shall be borne solely by Tenant and shall be deemed Rent hereunder and shall be reimbursed by Tenant to have accepted Landlord upon demand. Except as expressly set forth above in this Article 14(a), Landlord shall not be required to make any repairs or improvements to the Demised Premises as being in goodexcept for any initial improvements to the Demised Premises pursuant to the provisions of Exhibit "D" and except structural repairs necessary for ----------- safety and tenantability and except for the correction of punchlist items and latent defects pursuant to the provisions of Article 4 hereof. (b) Tenant covenants and agrees that it will take good care of the Demised Premises and all alterations, sanitary order, condition, additions and repair. Tenant shall, at Tenant's sole cost improvements thereto and expense, will keep and maintain the Premises and every part thereof same in good condition and repair, ordinary except for normal wear and tear exceptedtear, damage by fire or other casualty, and repairs which are the responsibility of Landlord. Tenant shall be responsible for replacing any damaged or broken windows promptly report, in the Premiseswriting, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear exceptedany defective or dangerous condition known to Tenant. Except for Tenant's rights as specifically provided set forth in an addendum, if anyArticle 18(e), to this Leasethe fullest extent permitted by law, Tenant hereby waives all rights to make repairs at the expense of Landlord shall have or in lieu thereof to vacate the Demised Premises as may be provided by any law, statute or ordinance now or hereafter in effect. Landlord has no obligation whatsoever and has made no promise to alter, remodel, improve, repair, decorate, decorate or paint the Demised Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically and expressly herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the PremisesNo representations, Tenant shall be deemed to except as contained herein or endorsed hereon, have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has been made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the BuildingPremises, and the heating, ventilation acceptance of possession of the Premises by Tenant shall be conclusive evidence as against Tenant that the Premises are now in a tenantable and air conditioning equipment (including the central cooling tower and control unit) which is located outside good condition. Tenant shall take good care of the Premises and shall make all repairs (within the Premises (specifically excluding any repairs to the Building exterior, the roof, the roof membrane, if applicable, the structure, foundation or walls of the Building or life safety, mechanical, electrical or other tenant's premises systems serving the Premises) as and when Landlord deems reasonably necessary in order to preserve the Premises in good working order and condition. In addition, Tenant shall reimburse Landlord, within thirty (30) days following written request therefore from Landlord, for the cost of any and all structural or which serves the common areas; providednonstructural repairs, however, that if any such replacements or maintenance and repairs are necessitated in any part or in whole occasioned by the actacts, neglect, faultomissions or negligence of Tenant or any person claiming through or under Tenant, or omission by Tenant, its agents, any of their servants, employees, contractors, licensees agents, visitors or inviteeslicensees, or by the use or occupancy or manner of use or occupancy of the Premises by Tenant shall reimburse or any such person. Unless otherwise caused by the gross negligence or willful misconduct of Landlord for the cost of such maintenance and repairs. and/or Landlord Parties, Landlord shall also repair not be liable for, and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord by reason of with respect to any injury to or interference with Tenant's ’s business arising from the making of any repairs, alterationsmaintenance, alteration or improvements improvement in or to any portion of the Premises, the Common Areas or the Building or Premises or in or to the fixtures, appurtenances, and appurtenances or equipment therein. Tenant hereby waives the all right to make repairs at Landlord's ’s expense under the provisions of Sections 1932(1), 1941 and 1942 of the California Civil Code, and instead, all improvements, repairs and/or maintenance expenses incurred on the Premises shall be at the expense of Tenant, and shall be considered as part of the consideration for leasing the Premises. All damages or injury done to the Premises by Tenant or by any lawperson who may be in or upon the Premises with Tenant’s consent or at Tenant’s invitation, statuteshall be repaired with material of equal or better quality than the then existing installation of Building Standard materials paid for by Tenant, or ordinance now or hereafter and Tenant shall, at the termination of this Lease, surrender the Premises to Landlord in effectas good condition and repair as when accepted by Tenant, reasonable wear and tear and damage by insured casualty excepted.

Repairs. a. By taking possession Landlord shall maintain and repair the public portions of the PremisesBuilding, both exterior and interior, all Building systems and the restrooms on the ninth (9th) floor, all in a manner consistent with comparable office buildings in the general proximity of the Building, except for repairs and maintenance required to be performed by Tenant shall be deemed to have accepted in accordance with the Premises as being in good, sanitary order, condition, and repairterms of this Lease. Tenant shall, throughout the Term, take good care of the Premises and the fixtures and appurtenances therein and at Tenant's sole cost and expense, keep make all nonstructural repairs thereto as and maintain the Premises and every part thereof when needed to preserve them in good condition working order and repaircondition, ordinary reasonable wear and tear and damage for which Tenant is not responsible under the terms of this Lease excepted. Tenant shall be responsible pay Landlord for replacing any damaged or broken windows all replacements to the lamps, tubes, ballasts and starters in the lighting fixtures installed in the Premises. Notwithstanding the foregoing and subject to the terms of Article 9C hereof, unless such all damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option injury to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or to any other part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, or to its fixtures, equipment and appurtenances, whether requiring structural or nonstructural repairs, caused by or resulting from the heatingcarelessness, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises omission, neglect or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, faultimproper conduct of, or omission Alterations made by, or any work, labor, service or equipment done for or supplied to, Tenant or any subtenant, or the installation, use or operation of any property or equipment by Tenant or any of Tenant's subtenants, agents, employees, invitees or licensees, shall be repaired promptly by Tenant, at its sole cost and expense, to the reasonable satisfaction of Landlord. Subject to the terms of Article 9C hereof, Tenant also shall repair all damage to the Building and the Premises caused by the moving of Tenant's fixtures, furniture or equipment by or on behalf of Tenant, Tenant's subtenants, agents, servants, employees, contractorsinvitees or licensees. All the aforesaid repairs shall be of quality and class equal to the original work or construction and shall be made in accordance with the provisions of Article 3 hereof. If Tenant fails after ten (10) days notice to proceed with due diligence to make repairs required to be made by Tenant hereunder, licensees or invitees, Tenant shall reimburse if Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord elects to make any such repairs in or to perform any maintenance the Building or the facilities and systems thereof for which Tenant is responsible, the same may be made by Landlord, at the expense of Tenant, and the expenses thereof incurred by Landlord shall not constitute be collectible by Landlord as additional rent promptly after rendition of a breach hereof unless such failure ▇▇▇▇ or statement therefor. Tenant shall persist for an unreasonable time after written give Landlord prompt notice of any defective condition in the need of such repairs or maintenance is given to Premises for which Landlord by Tenantmay be responsible hereunder. Except as expressly provided in paragraph 21 Articles 10 and 29 hereof, there shall be no abatement allowance to Tenant for a diminution of rent rental value and no liability on the part of Landlord by reason of any inconvenience, annoyance or injury to or interference with Tenant's business arising from the making of Landlord, Tenant or others making, or failing to make, any repairs, alterations, additions or improvements in or to any portion of the Building Building, or Premises the Premises, or in or to fixtures, appurtenances, or equipment thereof. If the Premises be or become infested with vermin, Tenant, at Tenant's expense, shall cause the same to be exterminated from time to time to the reasonable satisfaction of Landlord and equipment shall employ such exterminators and such exterminating company or companies as shall be reasonably approved by Landlord. The water and wash closets and other plumbing fixtures shall not be used for any purposes other than those for which they were designed or constructed, and no sweepings, rubbish, rags, acids or other substances shall be deposited therein. If at any time any windows of the Premises are temporarily closed, darkened or bricked-up if required by law or related to any construction upon property adjacent to the Real Property, Landlord shall not be liable for any damage Tenant waives may sustain thereby and Tenant shall not be entitled to any compensation therefor nor abatement of Rent nor shall the right same release Tenant from its obligations hereunder nor constitute an eviction. If at any time the windows of the Premises are temporarily closed, darkened or bricked-up, as aforesaid, then, unless Tenant is required pursuant to make repairs at Landlord's expense under any lawthis Lease to perform the repairs, statutemaintenance, alterations or improvements, or ordinance now to comply with any law which resulted in such windows being closed, darkened or hereafter in effectbricked-up, Landlord shall perform such repairs, maintenance, alterations or improvements with reasonable diligence and otherwise take such action as may be reasonably necessary to minimize the period during which such windows are temporarily closed, darkened or bricked-up, but the foregoing shall not require Landlord to engage overtime or premium-pay labor.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, 9.01 Except for ordinary wear and tear exceptedand except as otherwise provided in Section 9.02, Landlord shall perform all maintenance and make all repairs and replacements to the Premises. Tenant shall be responsible pay to Landlord the actual cost (including a fee equal to fifteen percent (15%) of actual costs to cover a fee for replacing any damaged Landlord's agent or broken windows in manager) for (a) all maintenance, repairs and replacements within the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the other than maintenance, during repairs and replacements to any Building system or component within the Term, and any extended term, of Building core serving the heat pump units, thermostats and other equipment which is associated with tenants in the heating, ventilation and air conditioning equipment Building ("HVAC equipmentCentral Systems") which is located within the Premises; or (b) all repairs and replacements necessitated by damage to the Project (including the Building structure and the Central Systems) caused by the negligence or willful misconduct of Tenant or its agents, contractors, invitees and licensees. Amounts payable by Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, pursuant to this Lease, Section 9.01 shall be payable on demand after receipt of an invoice therefor from Landlord. Landlord shall have has no obligation whatsoever and has made no promise to maintain, alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, except as specifically set forth in this Lease. In no event shall Landlord have any obligation to maintain, repair or replace any furniture, furnishings, fixtures or personal property of Tenant. 9.02 Tenant shall keep the Premises in good order and the parties hereto affirm that Landlord has made no in a safe, neat and clean condition. No representations to Tenant respecting the condition of the Premises or the Building or the other portions of the Project have been made by Landlord to Tenant except as specifically herein set forthforth in this Lease. Except as provided in Section 10.01 or specifically consented to by Landlord, Tenant shall not perform any maintenance or repair work or make any replacement in or to the Premises, and any branch of a Central System serving the Premises ("Branch System"), but rather shall promptly notify Landlord of the need for such maintenance, repair or replacement so that Landlord may proceed to perform the same. In the event Landlord specifically consents to the performance of any maintenance or the making of any repairs or replacements by Tenant and Tenant fails to promptly commence and diligently pursue the performance of such maintenance or the making of such repairs or replacements, then Landlord, at its option, may perform such maintenance or make such repairs and Tenant shall reimburse Landlord, on demand after Tenant receives an invoice therefor, the cost thereof plus fifteen percent (15%) of the actual costs to cover a fee for Landlord's agent or manager. b. Landlord 9.03 All repairs made by Tenant pursuant to Section 9.02 shall be performed in a good and workmanlike manner by contractors or other repair personnel selected by Tenant and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areasapproved by Landlord; provided, however, that if neither Tenant nor its contractors or repair personnel shall be permitted to do any such maintenance and repairs are necessitated in any part or in whole by work affecting the act, neglect, fault, or omission by Central Systems of the Building. 9.04 Subject to the other provisions of this Lease imposing obligations regarding repair upon Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair all machinery and replace equipment necessary to provide the HVAC equipment within services of Landlord described in Article 7 and for repair of all portions of the Project which do not comprise a part of the Premises during the initial Term. Any failure by Landlord and are not leased to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectothers.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and ’s own expense, keep the Premises, including all improvements, fixtures and maintain furnishings therein, and the floor and floor coverings of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and every part thereof in good condition replace or repair all damaged, broken, or worn fixtures and repairappurtenances, except for damage caused by ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged and damage by casualty or broken windows in beyond the Premisesreasonable control of Tenant; provided however, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Leasethat, Landlord shall have no obligation whatsoever the exclusive right, at Landlord’s option, but not the obligation, and upon reasonable notice to alterTenant, remodelto make such repairs and replacements, improveand Tenant shall pay to Landlord the cost thereof, repairincluding Landlord’s standard fee for its involvement with such repairs and replacements, decoratepromptly upon being billed for same. Landlord and Tenant hereby agree that Landlord’s standard fee shall be equal to ten percent (10%) of the first one hundred thousand dollars ($100,000.00) of costs and five percent (5%) of all costs in excess of that amount. Landlord may, or paint but shall not be required to, enter the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to the Project or to any portion equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the Building California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. (a) Tenant shall, at Tenant's sole its own cost and expense, keep and maintain the Premises and every (1) repair or replace any damage to all or any part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Demised Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition other portion of the Premises Project or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenantDevelopment caused by Tenant or Tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractorsinvitees, licensees or inviteesvisitors; (2) continuously maintain or cause to be maintained, as suggested by equipment manufacturer, all heating, air conditioning, plumbing, venting and electrical systems and equipment in a safe and good operating condition; (3) to maintain the balance of the Demised Premises or any component thereof (except for items of maintenance and repair specifically assumed by Landlord hereunder, but including doors, stairs, loading docks, signs, etc.) in safe, well maintained condition. If Tenant fails to promptly maintain or repair as aforesaid despite notice from Landlord, Landlord, at its option, may maintain or make the repairs or replacements and Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace thereof, plus interest at the HVAC equipment rate hereinafter specified, within the Premises during the initial Term. Any failure five (5) days after demand by Landlord to make any such repairs or to perform any maintenance Landlord. (b) Tenant shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given allow any damage to Landlord by Tenant. Except as provided in paragraph 21 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 committed on any portion of the Building Demised Premises, Project and Development and, at the termination of this Lease, by lapse of time or otherwise, Tenant shall deliver the Demised Premises or to Landlord in or to fixturesas good condition as at the date of first possession of Tenant, appurtenancesordinary wear and tear, and equipment thereinpermitted alterations and improvements, excepted. The cost and expense of any repairs necessary to so restore the condition of the Demised Premises shall be borne by Tenant waives but, if Landlord specifically undertakes to restore the Demised Premises pursuant to contracts approved by Tenant, which approval shall not be unreasonably withheld, it shall have a right of reimbursement from Tenant, plus interest at the rate hereinafter specified, within five (5) days after demand by Landlord. (c) Tenant shall conform to make repairs at Landlord's expense under the requirements of 6.1.1 hereof when it performs or causes to be performed any law, statute, or ordinance now or hereafter in effectrepairs.

Repairs. a. By taking possession Landlord shall maintain the Common Areas and the exterior ------- walls, roof and foundation of the Premisesbuilding(s) in the Project and the heating, Tenant ventilating, air conditioning, electrical, plumbing and mechanical systems provided by Landlord in the building(s), the cost of which shall be deemed to have accepted included in the Premises Base Rent. Except as being in goodset forth herein, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and its expense, keep and maintain the Premises and every part thereof thereof, in good condition and repairrepair and, ordinary wear if required by reason of acts or negligence of Tenant, its agents, employees, customers or invitees, or the particular nature of Tenant's use of the Premises, all repairs and tear exceptedreplacements otherwise the responsibility of Landlord. Tenant shall be responsible for replacing repairing any damaged and all damage to the Project caused by Tenant including, without limitation, the following: the installation or moving of Tenant's furniture, equipment and personal property. Tenant shall, at its expense, also repair or replace with glass of equal quality any broken or cracked plate or other glass in doors, windows and elsewhere in or adjacent to the Premises (except for exterior glass which, subject to reimbursement as provided in Section 3.2 and except as provided in the Premises, unless such damage or breakage is caused second sentence of this Section 11 shall be repaired by Landlord's employees or contractors). Tenant is responsible for shall not defer any repairs or replacements to the Premises by reason of the anticipation of the expiration of the Term. Landlord, at Landlord's option, may elect to perform all or part of the maintenance, during repairs and servicing which is the Term, and any extended term, obligation of the heat pump units, thermostats and other equipment which is associated with Tenant hereunder and/or the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement obligation of all of the HVAC equipment within other tenants of the Premises during Project with respect to the premises occupied by them, in which event the cost thereof shall be at Landlord's option either billed directly to and paid by Tenant as additional rental or included in any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear exceptedadditional rents charged. Except as specifically provided aforesaid, in an addendumthe event that, if any, to this Leaseat the request of Tenant, Landlord shall have no obligation whatsoever to alterperforms any maintenance, remodel, improve, repair, decorate, repairs or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition servicing of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; providedobligation of Tenant hereunder, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, then Tenant shall reimburse pay Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectdirectly therefor.

Repairs. a. By taking possession Owner shall maintain and repair the exterior of and the public portions of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repairbuilding. Tenant shall, throughout the term of this lease, take good care of the demised premises including the bathrooms and lavatory facilities (if the demised premises encompass the entire floor of the building) and the windows and window frames and, the fixtures and appurtenances therein and at Tenant's sole cost and expenseexpense promptly make all repairs thereto and to the building, keep and maintain the Premises and every part thereof whether structural or non structural in good condition and repairnature, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for resulting from the maintenancecarelessness, during the Termomission, and any extended term, neglect or improper conduct of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, Tenant's servants, employees, contractorsor licensees, licensees arising from such Tenant conduct or inviteesomission, when required by other provisions of this lease, including Article 6. Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair all damage to the building and replace the HVAC equipment within demised premises caused by the Premises during moving of Tenant's fixtures, furniture or equipment. All the initial Term. Any failure by Landlord to make any such aforesaid repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord by reason of any injury quality or class equal to the original work or interference construction. If Tenant fails, after ten days notice, to proceed with Tenant's business arising from the making of any repairs, alterations, or improvements in or to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right due diligence to make repairs required to be made by Tenant, the same may be made by the Owner at Landlordthe expense of Tenant, and the expenses thereof incurred by Owner shall be collectable, as additional rent, after rendition of a bill ▇▇ statement therefor. If the demised premises be or become infested with vermin, Tenant shall, at its expense, cause the same to be exterminated. Tenant shall give Owner prompt notice of any defective condition in any plumbing, heating system or electrical lines located in the demised premises and following such notice, Owner shall remedy the condition with due diligence, but at the expense of Tenant, if repairs are necessitated by damage or injury attributable to Tenant, Tenant's expense under servants, agents, -------- *Owner hereby agrees to cause such repairs, replacements and improvements to be made with reasonable promptness, and to take reasonable steps to minimize any lawinconvenience to Tenant arising therefrom, statuteprovided however, that this shall not obligate Owner to incur any additional overtime cost nor entitle Tenant to deduct or ordinance now abat▇ ▇▇▇ rent or hereafter in effectany other payment.

Repairs. a. By taking possession of the Premises, 9.1 Tenant shall be deemed to have accepted keep the Premises as being (including the electrical, plumbing, heating, life safety, ventilation and air conditioning systems, the roof membrane, the elevator cabs and equipment (including shafts), the Leasehold Improvements, the Premises Improvements and any Alterations whether or not installed by or for Tenant) that are not the obligation of Landlord to maintain hereunder in goodgood order and in a safe, sanitary order, neat and clean condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary subject to reasonable wear and tear exceptedand the terms of Articles 15 and 16 below. Notwithstanding the foregoing, Landlord agrees, if requested by Tenant, to assign to Tenant (without recourse or, if not assignable, to make good faith diligent efforts to enforce on Tenant’s behalf, provided Landlord shall not be required to incur out of pocket costs) any warranties and other rights Landlord may have against any third party related to elements of the Premises that Tenant is required to maintain hereunder while reserving to itself the right to enforce such warranties and rights following the termination of this Lease and with respect to those elements that Landlord is required to maintain hereunder. Tenant shall be responsible for replacing hereby indemnifies and holds Landlord harmless from any damaged cost, damage or broken windows loss due to Tenant’s acts or omissions with respect to such warranties and rights. Notwithstanding anything to the contrary contained herein, in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and event that any extended term, of the heat pump unitsroof membrane, thermostats window seals and other equipment which is associated with the glass systems, core building heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good conditionsystem, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the supplemental heating, ventilation and air conditioning equipment (including systems existing as of the central cooling tower and control unit) which is located outside Effective Date, the elevator systems, core building electrical service system, or core building plumbing system servicing the Premises or the Project (collectively, the “Core Building Systems”) require replacement, rather than repair and maintenance (other tenant's premises than as a result of improper maintenance, misuse or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission abuse by Tenant), its agentsupon Tenant’s request therefor, servants, employees, contractors, licensees or invitees, Tenant Landlord shall reimburse Landlord for replace such Core Building System and the cost of such replacement shall be an Operating Cost, subject to the terms set forth in the definition of Operating Costs with respect to such Core Building Systems. All maintenance and repairsrepairs made by Tenant shall be performed in a good and workmanlike manner and in accordance with the alteration provisions of Article 10. In addition, except as provided in Sections 9.2, 9.3 and 9.4, Tenant shall, at, its expense and pursuant to the terms and conditions of this Lease, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn elements of the Premises that are not Landlord’s obligation to maintain pursuant to Sections 9.2, 9.3 and 9.4 below, excepting ordinary wear and tear and subject to the terms of Articles 15 and 16 below. Notwithstanding anything to the contrary contained herein, at Landlord’s option, if Tenant fails to commence to maintain the Premises or make repairs and replacements as required under this Section 9.1 within thirty (30) days following written notice to Tenant from Landlord (except in the case of an emergency, when no such notice shall be required) and thereafter diligently and continuously complete such maintenance, repairs or replacements, Landlord may deliver a second notice to Tenant, which notice shall be captioned in all capital letters “FAILURE TO RESPOND MAY RESULT IN LANDLORD COMMENCING REPAIRS”. If Tenant fails to commence such repairs within five (5) Business Days following such a second notice, Landlord may, but need not, perform such maintenance or make such repairs and replacements, and Tenant shall pay Landlord the cost Landlord incurred in connection therewith, within thirty (30) days after Landlord’s written demand. 9.2 Subject to the provisions of Article 15 and Article 16, Landlord shall also maintain, repair and replace replace, at its sole cost and expense, and not as an Operating Cost, the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written notice structural elements of the need Project consisting of such repairs or maintenance is given to Landlord by Tenantthe foundations, roof structures, column beams, load bearing and exterior walls and structural elements of the Building and the foundations, column beams, load bearing walls and structural elements of the Underground Parking Areas and any future multi-floor parking structure on the Project. Except as provided set forth in paragraph 21 hereofthe immediately preceding sentence and subject to the limitations set forth in the definitions concerning capital improvements and structural elements, there in addition to Landlord’s obligations with respect to Core Building Systems as set forth in Section 9.1 above, Landlord shall maintain and repair the Common Areas of the Project, the cost of which shall be no abatement of rent reimbursed as an Operating Cost. 9.3 Landlord agrees to deliver the Premises to Tenant on the Commencement Date in a “broom clean” condition with Landlord’s Work Substantially Completed (and no liability of Landlord by reason of any injury to or interference with Tenant's business arising all materials and debris resulting from Landlord’s Work removed from the making Premises), with the Core Building Systems in good working order and repair and with the Premises watertight (the “Delivery Condition”). Tenant shall inform Landlord in writing of all failures of the Delivery Condition discovered by Tenant promptly following discovery thereof. Any claim based on a failure of a Delivery Condition must be asserted in a written notice by Tenant to Landlord given before the one hundred eightieth (180th) day following the Commencement Date hereof (the “Warranty Date”), and, if not asserted in writing before the Warranty Date, from and after the Warranty Date such claim shall be void and of no force or effect. Notwithstanding anything to the contrary contained herein, Tenant acknowledges and agrees that Landlord’s sole liability with respect to any repairs, alterationsfailure of a Delivery Condition shall be (i) to cause the Premises to be placed in the Delivery Condition, or improvements in (ii) for the cost thereof pursuant to the next proceeding sentence. If Landlord fails to commence correcting any failure of a Delivery Condition within thirty (30) days after receipt of notice from Tenant given on or before the Warranty Date, Tenant shall have the right, but not the obligation, to any portion perform such work and charge Landlord the reasonable cost therefore, which Landlord shall pay within thirty (30) days of receipt of the Building invoice. Except as expressly set forth herein, Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any similar law, statute, or ordinance now or hereafter in effect. 9.4 Landlord represents and warrants to Tenant that if based upon current interpretations of Requirements as of the Commencement Date, the Premises (exclusive of furniture and equipment) fail to comply with Requirements, including, without limitation, the Americans with Disabilities Act (the “ADA”), Landlord will be solely responsible, at its cost, and not as an Operating Cost, to correct such violation of the Requirements. Notwithstanding the foregoing, Tenant shall be responsible for the cost of compliance with Requirements triggered by Tenant’s particular use of the Premises, Tenant’s construction or alteration thereof, Tenant’s breach of this Lease or future interpretations of or changes to Requirements to the extent that such compliance would not otherwise be Landlord’s obligation under the terms of Sections 9.2 or 9.3 above; provided, in no event shall Tenant be responsible for any alterations to the Premises that are Landlord’s obligation to perform under the terms of Section 9.2 above. Tenant shall inform Landlord in writing of all breaches of Requirements that are Landlord’s obligation to correct that are discovered by Tenant promptly following discovery thereof. Notwithstanding anything to the contrary contained herein, Tenant acknowledges and agrees that Landlord shall not be liable for any damages incurred by Tenant due to a failure of the Premises to comply with Requirements as the Requirements are interpreted as of the date of this Lease. 9.5 Landlord shall, at Landlord’s sole cost and expense, perform, or cause to be performed, the work (“Landlord’s Work”) as provided in the plans to be prepared by Landlord and submitted to and approved by Tenant, which approval shall not be unreasonably withheld, conditioned or delayed. The parties hereto agree that the basic scope of the Landlord’s Work is as set forth on Exhibit H, and that both parties agree to such scope of work. Landlord’s plans and all design and construction of Landlord’s Work shall comply with all applicable statutes, ordinances, regulations, laws, codes and industry standards. Tenant shall review and approve each set of plans for Landlord’s Work (which may be presented separately for each element) within three (3) days of Landlord’s submission thereof. If Tenant does not respond to said plans within such three (3) day period, Tenant’s approval shall be deemed given. If Landlord is required to resubmit any plans as the result of Tenant’s review, Tenant shall indicate its acceptance or rejection of the revised plans within two (2) days following receipt by Tenant. If Tenant does not respond to the revised plans within such two (2) day period, Tenant’s approval shall be deemed given to said revised plans.

Repairs. a. By taking possession (a) Landlord shall maintain in good order and repair, subject to normal wear and tear and subject to casualty and condemnation, the roof, structural portions of the Premisesexterior and interior of the Building, the base building systems, including the base building mechanical, electrical, plumbing, vertical transportation, and life safety systems, the Building parking facilities, the public areas and the landscaped areas. Notwithstanding the foregoing obligation, subject to Article 18 hereof, the cost of any repairs or maintenance to the foregoing necessitated by the intentional acts or negligence of Tenant or its agents, contractors, employees, invitees, licensees, tenants or assigns, shall be borne solely by Tenant and shall be deemed Rent hereunder and shall be reimbursed by Tenant to have accepted Landlord upon demand. Landlord shall not be required to make any repairs or improvements to the Demised Premises as being in goodexcept structural repairs necessary for safety and tenantability. (b) Except for damage caused by Landlord or its agents, sanitary ordercontractors or employees (acting within the scope of their employment) and which is not covered by insurance of the type required to be maintained by Tenant under this Lease, conditionTenant covenants and agrees that it will take good care of the Demised Premises and all alterations, additions and repair. Tenant shall, at Tenant's sole cost improvements thereto and expense, will keep and maintain the Premises and every part thereof same in good condition and repair, ordinary except for normal wear and tear exceptedand for any damage caused by casualty or condemnation (the repair obligations for which are covered by Articles 22 and 35 hereof). Tenant shall be responsible for replacing any damaged or broken windows at once report, in the Premiseswriting, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord any defective or dangerous condition known to Tenant. To the fullest extent permitted by law, Tenant hereby waives all rights to make repairs at the expense of Landlord or in good conditionlieu thereof to vacate the Demised Premises as may be provided by any law, ordinary wear and tear exceptedstatute or ordinance now or hereafter in effect. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have has no obligation whatsoever and has made no promise to alter, remodel, improve, repair, decorate, decorate or paint the Demised Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically and expressly herein set forth. b. Landlord shall repair (c) Notwithstanding anything contained in this Lease to the contrary, if Tenant is unable to (and maintain does not) operate its business in the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, faultDemised Premises, or omission by Tenantany portion thereof, its agentsfor a period of five (5) days or more as a result of Landlord’s Fault, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereofhereinafter defined, there shall be no an abatement of rent Base Rental and no liability of Landlord by reason of any injury Tenant’s Additional Rental in proportion that the Demised Premises are unusable after said fifth day and for so long as such condition shall exist. If Tenant is unable to or interference with Tenant's (and does not) operate its business arising from in the making of any repairs, alterationsDemised Premises, or improvements any material portion thereof, for a period of one (1) year or more as a result of Landlord’s Fault, Tenant shall have the right to terminate this Lease by written notice to Landlord given prior to the date that the condition caused by Landlord’s Fault has been cured or corrected to the extent that Tenant is-able to operate its business in or to any all but an immaterial portion of the Building Demised Premises. The term “Landlord’s Fault” shall be defined as (i) the negligence or Premises misconduct of Landlord or in of Landlord’s agents, employees or to fixturescontractors, appurtenances(ii) the performance of any work by Landlord, or Landlord’s agents, employees or contractors (unless necessitated by the intentional acts or negligence of Tenant or its agents, contractors, employees, invitees, licensees, subtenants or assigns), and equipment therein. Tenant waives the right (iii) Landlord’s failure to make any repairs at Landlord's expense under required to be performed by Landlord hereunder. This Article 15 (c) shall not be applicable to conditions arising from fire or other casualties or any law, statute, taking by exercise of the power of eminent domain or ordinance now or hereafter private purchase in effectlieu thereof.

Repairs. a. By taking possession Tenant will, at its own expense and subject to the provisions of Article 8 of this Lease, keep the PremisesPremises in good repair and tenantable condition at all times during the Term of this Lease, and Tenant shall promptly and adequately repair all damaged or broken glass (including any glass demising walls and signs thereon), fixtures and appurtenances, under the direct supervision and with the approval of Landlord, and within any reasonable period of time specified by Landlord. If Tenant does not do so, or at Landlord's election, Landlord may, but not need not, make such repairs or replacements and the amount paid by Landlord for such repairs and replacements (including Landlord's overhead and profit and the cost of general conditions) shall be deemed additional rent reserved under this Lease due and payable forthwith. Landlord may, but shall not be required so to have accepted do, enter the Premises at all reasonable times to make such repairs or alterations, improvements and additions, including but not limited to ducts and all other facilities for aid conditioning service, as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant Landlord shall be responsible for replacing any damaged desire or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible deem necessary for the maintenancesafety, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration preservation or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition improvement of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of or any equipment located in the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole as Landlord may be required to do by the act, neglect, fault, City of Chicago or omission by Tenant, the order or decree of any court or by any other governmental authority. In the event Landlord or its agents, servants, employees, contractors, licensees agents or invitees, Tenant contractors shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord elect or be required to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions to the Premises or to any portion of the Building or any equipment located in the Building, Landlord shall be allowed to take into and upon the Premises all material that may be required to make such repairs, alterations, improvements or additions and, during the continuance of any of said work, to temporarily close doors, entryways, public space and corridors in the Building and to interrupt or temporarily suspend Building services and facilities without being deemed or held guilty of eviction of Tenant or for damages to fixturesTenant's property, appurtenancesbusiness or person, and equipment thereinthe rent reserved herein shall in no way abat▇ ▇▇▇le said repairs, alterations, improvements or additions are being made, and Tenant shall not be entitled to maintain any set-off or counterclaim for damages of any kind against Landlord by reason thereof. Landlord may, at its option, make all repairs, alterations, improvements and additions in and about the Building and the Premises during ordinary business hours, but if Tenant waives desires to have the right to make repairs at Landlord's expense under same done during any law, statute, or ordinance now or hereafter in effectother hours Tenant shall pay for all overtime and additional expenses resulting therefrom.

Repairs. a. By taking possession of the PremisesExcept for ordinary wear and as otherwise provided in this Lease, Tenant shall be deemed to have accepted at all times during the Premises as being in good, sanitary order, condition, and repair. Tenant shallTerm hereof, at Tenant's its sole cost and expense, keep and maintain the Premises and every part thereof in good condition order, repair and repaircondition, ordinary wear and tear excepted. Tenant shall be responsible arrange with Landlord at Tenant's sole expense for replacing any damaged the prompt repair of all damages to the Premises and the replacement or repair of all damages or broken windows glass, fixtures and appurtenances (including hardware and heating, cooling, ventilating, electrical, plumbing and other mechanical facilities in the Premises), unless such damage with materials equal or breakage is caused superior in quality and class to the original materials damaged or broken, all repairs and replacements to be made under the supervision and with the prior written approval of Landlord, using contractors or persons designated by Landlord's employees or contractors. If Tenant is responsible does not promptly make such arrangements, Landlord may, but need not, make such repairs and replacements and the amount paid by Landlord for the maintenancesuch repairs and replacements shall be deemed Additional Rent reserved under this Lease due and payable forthwith. Landlord and its designees may, during the Termbut shall not be required to, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within enter the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements or improvements in additions, including, but not limited to, ducts and all other facilities for heating and air conditioning service, as Landlord shall desire or to any portion deem necessary for the safety, preservation or improvement of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statuteBuilding, or ordinance now as Landlord may be required to do by any governmental authority or hereafter in effectcourt order or decree. The cost of all repairs to the Property made necessary as a result of misuse or neglect by Tenant or Tenant's employees, invitees or agents shall be immediately paid as Additional Rent by Tenant to Landlord upon being billed for same.

Repairs. a. 11A. By taking possession of the Premisesentry hereunder, Tenant shall be deemed to have accepted the Premises as being in good, good sanitary order, condition, condition and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repairrepair including without limitation, ordinary wear the maintenance, replacement and tear exceptedrepair of any storefront, doors, windows casements, glazing, heating and air-conditioning system (when there is an air-conditioning system). Tenant shall be responsible obtain a service contract for replacing any damaged or broken windows in repairs and maintenance of said system, said maintenance contract to conform to the Premisesrequirements under the warranty, unless such damage or breakage is caused by Landlord's employees or contractorsif any, on said system), plumbing, pipes, electrical wiring and conduits. Tenant is responsible for the maintenanceshall, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease hereof, surrender the Premises to the Landlord in good condition, broom clean, ordinary wear and tear and damage from causes beyond the reasonable control of Tenant excepted. Except as specifically provided in an addendum, if any, Any damage to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition adjacent premises caused by Tenant's use of the Premises or shall be repaired at the Building except as specifically herein set forth. b. sole cost and expense of Tenant. 11B. Notwithstanding the provisions of Article 11A herein- above, Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower exterior walls and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; providedroof, however, that if any unless such maintenance and repairs are necessitated caused in any part or in whole by the act, neglect, fault, fault or omission of any duty by the Tenant, its agents, servants, employees, contractorsinvitee, licensees or inviteesany damage caused by breaking and entering, in which case Tenant shall reimburse pay to Landlord for the actual cost of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any not be liable for any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 Article 25 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, alterations or improvements in or to any portion of the Building or the Premises or in or to fixtures, appurtenances, appurtenances and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, statute or ordinance now or hereafter in effect.

Repairs. a. By taking possession A. Landlord shall be responsible for making all repairs necessary to maintain the plumbing, the fire protection, sprinkler and security systems, ventilating, air conditioning and electric systems of the Building and those serving the Leased Premises; the elevators servicing the Building; the electric feeder lines carrying electricity to the distribution boxes servicing each floor of the Building(but not including the cost of maintenance and repair of the electric lines carrying electricity from the distribution box to the Leased Premises); external windows; and structural components of the floors (excluding carpet, linoleum, wood or other flooring installed by Tenant or Landlord). Landlord shall be deemed responsible for maintaining any connections to have accepted the Premises as being in goodBuilding plumbing, sanitary order, conditionelectric and air conditioning systems, and repairfor making all repairs to the meters installed for measuring utility consumption pursuant to Section 9E hereof. Landlord shall not be obligated to commence any such repairs within the Leased Premises (other than normal air conditioning maintenance) until after receipt of written notice from Tenant shallthat such repair is needed. If any such repair is caused by any act, omission or negligence of Tenant or its employees, agents, invitees, licensees, subtenants, or contractors, Landlord shall have the right to make the repair at Tenant's sole cost and expense, keep provided that if the damage necessitating such repairs is covered by insurance carried by Landlord or Tenant, the proceeds of such insurance shall be made available by Landlord, or by Tenant, as the case may be, to cover the cost of such repairs and the rights of any party, and of its insurer, shall be subject to the provisions of Section 21D. If Tenant requires maintenance, servicing, repair or replacement of any special plumbing, ventilating, air conditioning, electric, fire protection or sprinkler system installed for the Tenant's benefit in the Leased Premises, such as any special air extractor equipment, whether or not such system is tied into the standard Building systems, such maintenance, servicing, repair or replacement shall be made by Landlord, its agents, or contractors, or, if Landlord shall so determine, by engineers or contractors engaged by Tenant and approved by Landlord, but, in either event, at the sole expense of Tenant, unless the need for such repairs is caused solely by the negligence or willful misconduct of Landlord or Administrator, their contractors, agents or employees. Any repairs by Landlord for Tenant's account shall be performed by Administrator, or under Administrator's supervision and the cost of such repairs shall be at rates competitive in the San J▇▇▇ market for work of the same type. B. All replacement of lighting tubes, lamps, bulbs and ballasts required in the Leased Premises will be done by Landlord at Tenant’s expense. C. Tenant shall maintain the Leased Premises and every part thereof the fixtures and appurtenances therein including, but not limited to, ceilings, partitions, doors, lighting fixtures, switches, floor coverings, alterations, additions and Improvements made by Tenant in good condition order and repair, ordinary wear in a neat and tear exceptedclean condition, at all times, except that as set forth in Section 9A hereof, Administrator shall provide basic cleaning and extermination services to the Leased Premises. Landlord shall provide regular maintenance to and service the ventilating and air conditioning equipment servicing the Leased Premises (for example, without limitation, regular filter changes and fan belt replacement). Except with regard to repair or replacement following a casualty or an eminent domain taking, or due to the negligence or willful misconduct of the Administrator or the Landlord, or as specified in Sections 11A or 11B above, the Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the all maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of any kind and nature of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good conditionLeased Premises, ordinary wear and tear exceptedat Tenant's sole expense. Except as specifically provided specified in an addendum, if any, Section 11A or 11B and subject to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or inviteesSection 21D, Tenant shall reimburse Landlord for the cost all costs and expenses of such maintenance repairing and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs replacing all damage or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability of Landlord by reason of any injury to the Leased Premises and Building and to fixtures and equipment caused by Tenant or interference with Tenant's business arising from the making of any repairsits employees, alterationsagents, invitees, licensees, subtenants, or improvements contractors, or as the result of all or any of them moving in or to any portion out of the Building or Premises by installation or in removal of furniture, fixtures or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectother property.

Repairs. a. By taking possession Landlord shall be responsible for repairs to the exterior walls, foundation and roof of the PremisesBuilding, the structural portions of the floors of the Building, and the base building systems and equipment of the Building (including the base building plumbing, electrical and HVAC systems), except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, Tenant shall only be deemed obligated to have accepted the Premises as being pay any deductible in good, sanitary order, condition, and repairconnection therewith. Tenant shall, at Tenant's sole cost and own expense, pursuant to the terms of this Lease, including Article 8 hereof, keep the Premises, including all improvements, fixtures, furnishings and maintain equipment therein, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant's own expense but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including Article 8 hereof, promptly and adequately repair all damage to the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any replace or repair all damaged or broken windows in the Premisesfixtures and appurtenances; provided however, unless such damage or breakage is caused by that, at Landlord's employees or contractors. option if Tenant is responsible fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment"Building) which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option sufficient to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of all overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such maintenance repairs and repairsreplacements forthwith upon being billed for same. Landlord may, but shall also repair and replace the HVAC equipment within not be required to, enter the Premises during the initial Term. Any failure by Landlord at all reasonable times to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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, improvements and additions to the Premises or improvements in to the Building or to any portion of equipment located in the Building as Landlord shall desire or Premises deem necessary or in as Landlord may be required to do by governmental or to fixtures, appurtenances, and equipment thereinquasi-governmental authority or court order or decree. Tenant hereby waives the and releases its right to make repairs at Landlord's expense under Sections 1941 and 1942 of the California Civil Code, or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall(a) ▇▇▇▇▇▇▇▇ agrees, at Tenant▇▇▇▇▇▇▇▇'s sole own cost and expense, keep and to maintain the Premises and every part thereof building in good order, condition and state of repair, ordinary wear and tear excepted. to make the following repairs relating to the premises: (i) all structural repairs; (ii) all repairs to and replacements of the roof and under flooring; (iii) all repairs to the exterior of the premises and the building, including sidewalks adjoining same; (iv) all repairs and replacements to utilities systems and sewer lines; (v) all repairs to any fire sprinkling main and system servicing the premises, except the fire suppression system installed on the premises, which Tenant shall be responsible for replacing any damaged maintaining and shall provide evidence satisfactory to Landlord demonstrating that such system is in good working order on an annual basis; (vi) all repairs to the interior of the premises if the need therefore arose as a result of Landlord's act or broken windows failure to act; and (vii) all repairs to the restrooms and the hallway in the Premisesrear of the premises. The Landlord shall not be responsible or liable to the Tenant for any loss or damage resulting to the Tenant's property or to the Tenant from bursting, unless such damage stoppage or breakage is leaking of water, gas, sewer, sprinkler or steam pipes. Nor shall the landlord be responsible for any repairs made necessary by the acts of the Tenant, its employees or invitees. Except as herein above provided, Tenant shall take good care of the premises, shall replace broken glass in windows and doors and shall do the work required to maintain the premises, the storefront and the fixtures and equipment therein, including the plumbing and electrical systems located in and serving the premises, in good working order. Tenant shall inspect and clean the kitchen exhaust equipment at least once each quarter and provide the Landlord copies of all NFPA reports. Tenant agrees to repair all damages caused by Landlord's employees Tenant or contractorsits invitees. Tenant is responsible for the maintenance, during the Term, further agrees to maintain and any extended term, of the heat pump units, thermostats and other equipment which is associated with repair the heating, ventilation ventilating and air air-conditioning equipment system ("HVAC equipmentSystem") which located in and servicing the premises, except that Landlord shall, when necessary, at its own cost and expense, replace the major components of such HVAC System, including the unit itself, the compressor and the fan motor. (b) If Landlord fails to make any of the repairs or to timely perform any of the other obligations required of Landlord under this lease within thirty (30) days after written notice from Tenant of the necessity therefore, Tenant, in addition to any other rights or remedies available to it hereunder, at law or in equity, shall have the right, but not the obligation, after notice and consultation with Landlord to make said repairs or to perform such obligations on behalf of Landlord and to deduct the entire cost thereof from rent due or to become due hereunder. If, in an emergency, any such repairs are immediately necessary for the proper use, enjoyment or preservation of the premises, no prior thirty (30) days' notice shall be required but Tenant shall give Landlord whatever notice is located within reasonable in the Premisescircumstances and may forthwith make said repairs on behalf of Landlord and deduct the entire cost thereof from rent due or to become due hereunder. At the end, expiration or other termination of the term hereby granted, Tenant shall deliver up the premises in good order and condition, reasonable wear and tear and damage by casualty, fire, condemnation, the elements or Landlord excepted. Tenant is responsible for the shall repair and replacement of the HVAC equipment within any damages to the Premises during any extended term if Tenant exercises or Building caused by Tenant, its option employees, agents or invitees. (c) In order to extend. secure Tenant's obligations under the terms of this Agreement, Tenant shall upon the expiration or sooner execution of this lease deposit with Landlord the sum of Four Thousand, Three Hundred Dollars and No Cents ($4,300.00) as security deposit. Upon termination of this Lease surrender lease the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever return such deposit to alterthe Tenant less (1) any amounts expended to repair or clean the premises, remodel, improve, repair, decorate, (2) any unpaid rentals or paint the Premises or any part thereoflate payment fees then due, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit3) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost of such maintenance and repairsperforming any obligations imposed upon Tenant by this lease. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance The existence of this security deposit shall not constitute a breach hereof unless such failure excuse the payment of any monthly rental amount and, in particular, shall persist for an unreasonable time after written notice not excuse the payment of the need of such repairs or maintenance is given to Landlord by Tenant. Except as provided in paragraph 21 hereof, there shall be no abatement of last month's 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 Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense due under any law, statute, or ordinance now or hereafter in effectthis lease agreement.

Repairs. a. By taking possession Tenant shall, at its sole cost, keep and maintain the Leased Promises and appurtenances and every part thereof (excepting exterior walls and roofs which Landlord agrees to repair) including by way of illustration and not by way, of limitation all windows (Tenant accepts premises with a broken showroom window and shall not be held liable for such repair during the term of this lease), and skylights, doors, any store front and the interior of the Leased Premises, Tenant shall be deemed to have accepted including all plumbing, heating, air conditioning, sewer, electrical systems and all fixtures and all other similar equipment serving the Leased Premises as being in good, good and sanitary order, condition, and repair. Tenant shall be responsible for all pent control within the Leased Premises, including, but not limited to the eradication of any ants or termites should infestation be observed during the term of the Lease. Tenant shall, at Tenant's its sole cost and expensecost, keep and maintain the Premises all utilities, fixtures and every part thereof mechanical equipment used by Tenant in good condition order, condition, and repair, ordinary wear and tear excepted. Tenant All windows shall be responsible for replacing any damaged washed and cleaned as often as necessary to keep them clean and free from smudges and stains. In the event Tenant fails to maintain the Leased Promises as required herein or broken windows fails to commence repairs (requested by Landlord In writing) within thirty (30) days after such request, or fails diligently to proceed thereafter to complete such repairs, Landlord slash have the right in order to preserve the Premises, unless such damage Leased Premises or breakage is caused by Landlord's employees or contractors. Tenant is responsible for portion thereof and/or the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if anyappearance thereof, to this Lease, Landlord shall make such repairs or have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, a contractor make such repairs and the parties hereto affirm that Landlord has made no representations to charge Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its agents, servants, employees, contractors, licensees or invitees, Tenant shall reimburse Landlord for the cost thereof as additional rent, together with interest at the rate of such maintenance and repairs. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 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 twelve percent (12%) per annum from the date of making of any repairs, alterations, or improvements in or to any portion of the Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectsuch payments.

Repairs. a. By taking possession Section 6.01. Tenant shall take good care of the Demised Premises and the fixtures and appurtenances therein and all portions of the HVAC, mechanical, plumbing and electrical systems within and exclusively serving the Demised Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's its sole cost and expense, keep expense make all repairs thereto as and maintain the Premises and every part thereof when needed to preserve them in good condition working order and repaircondition, ordinary wear and tear exceptedsubject to the provisions of Article 10 hereof. Tenant shall be responsible for replacing any damaged or broken windows in the Premises, unless such All damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for injury to the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Demised Premises or the Building except as specifically herein set forthor to any building equipment caused by Tenant moving property in or out of the Building or by installation or removal of personalty or resulting from negligence or conduct of Tenant, its employees, agents, contractors, customers, invitees and visitors, shall be repaired, promptly by Tenant at Tenant's expense, and whether or not involving structural changes or alterations, to the reasonable satisfaction of Landlord. All repairs shall include replacements or substitutions where necessary and shall be at least equal to the quality, class and value of the property repaired, replaced or substituted and shall be done in a good and workmanlike manner. b. Landlord Section 6.02. Landlord, at its expense, shall repair maintain and maintain make all repairs and replacements, structural and otherwise, to the exterior and public portions of the Building and to the structural portions of the BuildingDemised Premises, and unless Tenant is required to make them under the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, faultprovisions of Section 6.01, or omission unless required as a result of the performance or existence of alterations performed by Tenant or on Tenant's behalf, in which event Tenant, at its agentsexpense, servantsshall perform such maintenance, employees, contractors, licensees repairs or invitees, replacements. Tenant shall reimburse notify Landlord of the necessity for any repairs for which Landlord may be responsible in the cost Demised Premises under the provisions of such maintenance and repairsthis Section. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and have no liability of Landlord to Tenant by reason of any inconvenience, annoyance, interruption or injury to or interference with Tenant's business arising from the Landlord's making of any repairs, alterationsrepairs or changes which Landlord is required or permitted by this Lease, or improvements required by law, to make in or to any portion of the Building or Premises the Demised Premises, or in or to the fixtures, appurtenancesequipment or appurtenances of the Building or the Demised Premises, and equipment thereinso long as Landlord shall make such repairs or changes in such manner not to unreasonably interfere with the conduct of Tenant's business operations in the Demised Premises. Section 6.03. Tenant waives shall not store or place any materials or other obstructions in the right to make repairs at Landlord's expense under any law, statutelobby or other public portions of the Building, or ordinance now or hereafter in effecton the sidewalk abutting the Building.

Repairs. a. By taking possession 8.1 Lessor shall, at its expense, maintain the roof, structural parts and outside walls. The term “walls” as used herein shall not include glass or plate glass. Lessor gives to Lessee exclusive control of the Premises and shall be under no obligation to inspect the Premises. Lessee shall immediately give Lessor written notice of any defective condition which Lessor is required to repair, after which Lessor shall have reasonable opportunity to repair same or cure such defect. Lessor shall have the right, but not the duty, to enter the Premises at any time in order to examine the Premises, Tenant shall be deemed or to have accepted make such repairs as required herein or which Lessor may deem necessary for the safety of, comfortable habitation in, or preservation of the Premises as being or the Shopping Center. Lessor may block entranceways or doorways to the Premises or the Shopping Center for reasonable periods of time in goodthe course of making such repairs without any claim of eviction or breach of the Lease by Lessee. Nothing contained in this Lease shall require Lessor to repair any damage caused by Lessee (or Lessee’s invitees, sanitary ordercontractors, conditionemployees or agents), and repairLessee shall cause said repairs to be made at its expense. 8.2 LESSEE ACCEPTS THE PREMISES IN THEIR PRESENT CONDITION AS SUITED FOR THE USE INTENDED BY LESSEE. Tenant shall, at Tenant's sole cost and expense, Lessee shall keep and maintain the Premises and every part thereof in good order and good repair and shall promptly make all repairs except those expressly herein required to be done by Lessor. Without limiting the generality of the foregoing, Lessee shall be responsible for all maintenance and repair of all equipment and fixtures used in connection with the Premises including heating, ventilating, air conditioning, plumbing, electric, gas, and telephone equipment and fixtures including water, gas and electrical connections to the Premises. Lessee shall at the end of the term hereof return the keys and deliver possession of the Premises to Lessor, with all of Lessee’s property removed, in the same condition and repairas on the commencement of the term hereof, ordinary in a broom-clean condition, natural wear and tear excepted. Tenant Lessee shall not remove any fixtures, machines or equipment from the Premises unless it shall repair and restore any damage caused to Premises by the installation, removal, and/or use of said fixtures, equipment or machines. Lessee shall not remove fixtures, equipment or machines from Premises if it is in default under this lease. No area outside of Premises shall be used by Lessee for storage without Lessor’s prior written permission. 8.3 DURING THE TERM OF THIS LEASE LESSEE AGREES TO HAVE IN EFFECT A MAINTENANCE AGREEMENT COVERING THE HEATING AND AIR CONDITIONING EQUIPMENT. Such agreement shall provide for a minimum of two visits annually - in the spring and fall - and shall be with a reputable contractor approved by Lessor. Lessee shall provide satisfactory proof of such semi-annual service satisfactory to Lessor by April 1 and October 1 then Lessor without notice to Lessee may have a reputable contractor provide said service and charge Lessee for the cost of the service as Additional Rent. Nothing contained in this paragraph shall relieve Lessee of any obligations contained elsewhere in this paragraph. 8.4 If the Premises constitutes all of the rentable area of the Shopping Center building in which the Premises are located, then Lessee shall at Lessee’s expense care for the grounds surrounding the building, including mowing the grass, care of shrubs and general landscaping. Lessee shall keep the parking areas, driveways and alleys and the whole of the Premises in a clean and sanitary condition free of any trash, scraps or any materials and products pertaining to its business. No area outside of Premises shall be used by Lessee for storage without Lessor’s prior written permission. If the Premises do not constitute all of the rentable area of the Shopping Center building in which the Premises are located, then Lessor shall care for the grounds surrounding the building, including the mowing of grass, care of shrubs and general landscaping, and the costs of such care shall be a part of the Common Area Maintenance Costs. 8.5 Lessee shall be responsible for replacing any damaged or broken windows in the Premises, unless such damage or breakage is all repairs caused by Landlord's employees or contractors. Tenant is responsible for the maintenancebreak-ins, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment ("HVAC equipment") which is located within forced entry and/or vandalism to the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within All personal property brought into the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate, or paint the Premises or any part thereof, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the Building, and the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by TenantLessee, its agents, servants, employees, contractors, licensees or invitees, Tenant and invitees shall reimburse Landlord for be at the cost sole risk of such maintenance and repairsLessee. Landlord shall also repair and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance Lessor shall not constitute a breach hereof unless be liable for theft thereof or of money deposited therein or for any damages thereto, such failure shall persist for an unreasonable time after written notice theft or damage being the sole responsibility of the need of such repairs or maintenance is given to Landlord by Tenant. Except as provided in paragraph 21 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 Building or Premises or in or to fixtures, appurtenances, and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectLessee.

Repairs. a. By taking possession (a) Tenant shall take good care of the Premisespremises and the fixtures, appurtenances, equipment and facilities therein and shall make, as and when needed, all repairs in and about the premises required to keep them in good order and condition; such repairs to be equal in quality to the original work, provided that the Tenant shall not be deemed obligated for structural or exterior repairs to the building or for repairs to the systems and facilities of the building for the use or service of tenants generally (including the plumbing, heating and electrical systems), other than fixtures, appurtenances, equipment and facilities in the premises, except where structural or exterior repairs or repairs to such systems and facilities are made necessary by reason of one or more of the occurrences described below in clauses (i) through (iv) of this Article THIRD (a). Should the Tenant fail to repair any condition in or about the premises or the fixtures, appurtenances, equipment and facilities therein which is of such a nature that its neglect would be reasonably likely to result in damage or danger to the building, its fixtures, appurtenances, facilities and equipment, or to its occupants (of which nature the Landlord shall be the sole judge) or, in the case of repairs of any other nature, should the Tenant have failed to make the required repairs or to have accepted the Premises as being in goodbegun, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good faith, the work necessary to make them within five days after notice from the Landlord of the condition and requiring repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows then in either case, the Premises, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenance, during the Term, and any extended term, of the heat pump units, thermostats and other equipment which is associated with the heating, ventilation and air conditioning equipment Landlord may ("HVAC equipment") which is located within the Premises. Tenant is responsible for the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extend. Tenant shall upon the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear and tear excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord but shall have no obligation whatsoever to) immediately enter the premises and make the required repairs at the expense of the Tenant. The Landlord may (but shall have no obligation to) make, at the expense of the Tenant, any repairs to alterthe building or to its fixtures, remodelappurtenances, improvefacilities or equipment, repair, decorate, or paint the Premises whether of a structural or any part thereofother nature, and which are required by reason of damage or injury due (i) to the parties hereto affirm that Landlord has made no representations to Tenant respecting negligence or the condition improper acts of the Premises Tenant or Tenant's employees, agents, contractors, licensees or visitors; (ii) to the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions moving, into or out of the Buildingbuilding, and of property being delivered to or taken from the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which is located outside the Premises and other tenant's premises or which serves the common areas; provided, however, that if any such maintenance and repairs are necessitated in any part or in whole by the act, neglect, fault, or omission by Tenant, its Tenant's agents, servants, employees, contractors, licensees or inviteesvisitors; (iii) to the installation, repair or removal of the property of the Tenant shall reimburse Landlord in the premises by Tenant or Tenant's agents, employees, contractors, licensees or visitors; or (iv) to the faulty operation of any machinery, equipment, or facility installed in the premises by or for the Tenant. The Tenant will pay the actual and reasonable cost of any repairs made by the Landlord pursuant to this paragraph upon presentation of bills therefor, or the Landlord may, at its option, add such maintenance amounts to any installment or installments of rent due under this lease and repairscollect the same as additional rent. Landlord The liability of the Tenant under this Article THIRD shall also repair survive the expiration or other termination of this lease. Except for the repairs which are the Tenant's obligations under the first sentence of this Article THIRD (a), the Landlord, at Landlord's cost and replace the HVAC equipment within the Premises during the initial Term. Any failure by Landlord to make any such repairs or to perform any maintenance shall not constitute a breach hereof unless such failure shall persist for an unreasonable time after written expense, will, upon notice of the need of such therefor, make the repairs or required and perform all maintenance is given necessary to Landlord by Tenant. Except as provided in paragraph 21 hereof, there shall be no abatement of rent keep the building 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 Premises or in or to its fixtures, appurtenances, facilities, equipment and equipment therein. Tenant waives systems (including the right to make repairs at Landlord's expense under any lawplumbing, statute, or ordinance now or hereafter heating and electrical systems) in effectgood working order.

Repairs. a. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good, sanitary order, condition, and repair. Tenant shall, at Tenant's sole cost and expense, keep and maintain the Premises and every part thereof in good condition and repair, ordinary wear and tear excepted. Tenant shall be responsible for replacing any damaged or broken windows in the Premisesmaking all routine, unless such damage or breakage is caused by Landlord's employees or contractors. Tenant is responsible for the maintenanceinterior repairs, during the Term, and any extended term, replacements of the heat pump units, thermostats light bulbs and other equipment which is associated with the heating, ventilation minor items and air conditioning equipment ("HVAC equipment") which is located within for performing routine maintenance to the Premises. All repairs, replacements and maintenance shall be in quality and class at least equal to the original work. If after fifteen (15) days prior written notice to Tenant (or in case of an emergency, such lesser period as is responsible reasonable under the circumstance) Tenant fails to make such repairs, replacements or maintenance, Landlord may, but shall not be required to, make such repairs, replacements or maintenance for Tenant’s account and at Tenant’s expense. All such costs shall be paid by Tenant as additional rent in the repair and replacement of the HVAC equipment within the Premises during any extended term if Tenant exercises its option to extendmanner set forth under Paragraph 4.03. Tenant shall upon treat with due care all portions of the expiration or sooner termination of this Lease surrender the Premises to Landlord in good condition, ordinary wear Buildings and tear exceptedPremises. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, maintain and repair, decoratecommensurate with other class “B” office buildings in Bergen County, or paint New Jersey, the Premises or any part thereofBuildings systems, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises or the Building except as specifically herein set forth. b. Landlord shall repair and maintain the structural portions of the BuildingBuildings (whether inside or outside of the Premises), the roof, the foundation, the common areas of the Buildings, and any item for which Tenant or another tenant in the heating, ventilation and air conditioning equipment (including the central cooling tower and control unit) which Buildings is located outside the Premises and other tenant's premises or which serves the common areasnot responsible to repair; providedexcluding, however, that if any such maintenance (a) repairs of Tenant’s Property or Improvements not occasioned by Landlord’s negligence and (b) repairs are necessitated which Tenant is obligated to make pursuant to Section 10.01 and the other terms of this Lease. Nothing contained in any part or in whole by this Section shall require Landlord to paint the actPremises. No liability of Landlord to Tenant shall, neglecthowever, faultaccrue under this Section unless and until Tenant has given notice to Landlord of the specific repair required to be made, or omission by of the failure properly to furnish any service. Landlord shall endeavor not to unreasonably interfere with Tenant’s use and occupancy of the Premises in making any repairs or performing any maintenance required pursuant to this Section, its agents, servants, employees, contractors, licensees or invitees, Tenant but Landlord shall reimburse Landlord for the cost of such maintenance and repairsnot be obligated to use overtime labor. Landlord shall also repair perform all work necessary, at Landlord’s sole cost, to ensure that the enclosure of the Buildings for each floor of the Premises, including, without limitation, the roof and replace the HVAC equipment within all windows, shall be weather tight and free of leaks. All damage to the Premises during the initial Term. Any failure caused by leaks or infiltration shall be repaired by Landlord at Landlord’s sole cost and expense. Tenant shall permit Landlord and its agents to enter the Premises at all reasonable times to inspect the Premises with reasonable advance notice, to clean windows, perform cleaning services, maintain the Buildings, make repairs, to post notices of non-liability for alterations, additions, or repairs, without any such repairs or to perform any maintenance shall not constitute a breach hereof 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. Except as provided in paragraph 21 hereof, there shall be no abatement of rent and no liability to Tenant or damages for any loss of occupation or quiet enjoyment of the Premises provided that Landlord by reason of any injury or its agents will use reasonable efforts to or minimize interference with Tenant's ’s business arising from activities. Landlord and its agents may during the making of any repairs, alterations, or improvements in or to any portion last nine (9) months of the Building or Term, enter the Premises or in or at reasonable hours with reasonable advance notice, to fixtures, appurtenances, and equipment therein. Tenant waives exhibit the right same to make repairs at Landlord's expense under any law, statute, or ordinance now or hereafter in effectprospective tenants.