Common use of Repairs Clause in Contracts

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).

Repairs. CHECK ONLY ONE OF THE FOLLOWING OPTIONS. IF NO BOXES ARE CHECKED THIS CONTRACT WILL BE AN AS-IS CONTRACT IN REGARDS TO REPAIRS. IF MULTIPLE BOXES ARE CHECKED THEN THE FIRST PARAGRAPH WITH A CHECKED BOX WILL DETERMINE REPAIRS. ◻ REPAIR PROCEDURE: All Repair Procedure Inspections and Requests shall be completed and delivered to the Seller by 6 P.M. on , (adate). Any and all requests necessary to place the heating systems, air conditioning systems, electrical systems,plumbing systems, water supply systems, water waste systems to be conveyed in operative condition, to make the roof free of leaks, to address environmental concerns and to make the improvements structurally sound (Repair Requests) From should be delivered by the deadline above. If the Buyer fails to notify the Seller within this timeframe, Buyer shall have waived any and after all rights under terms of this section. If Lender's commitment requires any additional inspections or certifications, these are to be provided by the commencement Buyer. Buyer at Buyer's expense shall have the privilege and responsibility of and during inspecting the Termstructure, square footage, environmental concerns including but not limited to mold, radon gas, lead based hazards including lead based paints, wetlands study, appurtenant buildings, heating systems, air conditioning systems, electrical systems, plumbing systems, water supply systems, water waste systems, as well as, appurtenant equipment or appliances. Upon Seller’s request the Buyer will provide the Seller with a copy of the Inspection Report. No later than 6 P.M on (date), Seller shall Deliver Notice agreeingor not agreeing to make repairs in the Buyer's Repair Requests. The costs of all repairs to heating systems, air conditioning systems, electrical systems, plumbing systems, water supply systems, water waste systems making these systems operable, make roof free of leaks, address environmental concerns, and except as set forth to make the improvements structurally sound to be paid by Seller ("Seller Paid Repairs"). Seller Paid Repairs DO NOT include the following items: home maintenance ,flooring, fogged windows, grandfathered code issues, landscaping, preventive maintenance, cosmetics, home improvement, and energy efficiency. If the Seller contractually agrees to make all the requested Seller Paid Repairs, the Parties agree to proceed under Contract. The repairs to any other items are the sole responsibility of the Buyer. If the Seller does not timely respond per above or does not agree to make all the Seller Paid Repairs, the Buyer shall within 2 Calendar Days choose any of the following options: (1) accept the Property in its present condition, (2) negotiate a new/amended contract with the Seller for the payment of these repairs/price or (3) terminate this Contract by Delivered Notice. IF BUYER FAILS TO ACCEPT, RENEGOTIATE A NEW/AMENDED CONTRACT, OR TERMINATE CONTRACT BY DELIVERED NOTICE WITHIN 2 CALENDAR DAYS: The Buyer agrees to buy and Seller agrees to sell the Property AS IS. Parties agree "As Is" means Buyer buys the Property for the Purchase Price while Seller maintains the Property from the Effective Date through Closing subject to normal wear otherwise without repair or replacement and sells the Property for the Purchase Price unless otherwise agreed upon in writing by the Parties in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement Contract. The obligations of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception Seller for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)terminate upon Closing.

Repairs. (a) From and after 4.01. Subject to the commencement terms of and during the Term, and except as set forth in this Lease, Tenant shall, at its own sole cost and expense: , (i) make interior non-structural repairssuch repairs to the demised premises and the fixtures and appurtenances therein necessitated by the act, replacements omission in violation of Tenant's obligations under, or covenants, terms, provisions or agreements contained in, this Lease or pursuant to Legal Requirements or Insurance Requirements with which Tenant is obligated to comply pursuant to the covenants, terms, provisions or agreements contained in this Lease, or negligence of Tenant, its employees, agents or contractors, and renewals necessary the employees of such agents and contractors (except damage arising from fire or other casualty, but nothing contained herein shall relieve or release Tenant from its obligations to keep replace Tenant's Property pursuant to Section 8.01(a) of this Lease), and (ii) during such periods as Tenant shall be operating the Premises same, maintain and subject to Section 27.04(e) hereof make such repairs to Tenant's Systems (hereinafter defined), in each event set forth in clause (i) and clause (ii) of this Section 4.01 as and when needed to preserve them in good working order and condition, order subject to ordinary wear and repair tear, and make such replacements thereof as are necessitated by Tenant's failure to maintain such Tenant's Systems as the same are at would have been maintained by the commencement owner of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesFirst-Class Office Building, including, without limitation, those required complying with the maintenance requirements and specifications of the manufacturer of such Tenant's System. All damage or injury to plumbingthe demised premises and to its fixtures, mechanical appurtenances and electrical systems exclusively serving equipment, the Premises up Tenant's Systems or the Building or to its fixtures, appurtenances and including the tie-equipment caused by Tenant moving property in or point out of connection the Building or by installation or removal of furniture, fixtures or other property by, or on behalf of, Tenant shall be repaired, restored or replaced promptly by Tenant at its sole cost and expense. Anything to the Building systemscontrary provided herein notwithstanding, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence or willful misconduct provisions of Tenant, (v) keep and maintain all portions of the Premises Section 7.04 hereof in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or no event shall Tenant be responsible for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to necessitated by the Premises for more than fifteen act, omission (15) days after notice from in violation of Landlord's obligations under, or such other reasonable time given agreements contained in, this Lease or pursuant to Legal Requirements or Insurance Requirements) or negligence of Landlord or its employees, agents or contractors (and the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 employees of such estimate on a monthly basis with other items of Rent, with the amounts paid agents and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iiicontractors).

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, 7.01. Tenant shall, at its own sole cost and expense: (i) , make interior non-structural repairssuch repairs to the demised premises and the fixtures and appurtenances therein as are necessitated by the use, replacements 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 renewals necessary when needed to keep the Premises preserve them in as good condition, working order and repair condition. Except as the same are at the commencement of the Term otherwise provided in Section 9.05 hereof, all damage or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection injury to the Building systemsor Premises, but excluding fire safety systems such as sprinklersincluding demised premises, smoke detectors and fire alarm systems; (iv) make all to its fixtures, appurtenances and equipment caused by Tenant moving property in or out of the Building or by installation or removal by Tenant 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 renewals which are required due class equal to the negligence original work or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Buildinginstallations. If Tenant fails to make any repairs to such repairs, restoration or replacements, same may be made by Landlord at the Premises for more than fifteen (15) expense of Tenant and such expense shall be collectible as additional rent and shall be paid by Tenant within ten days after notice from Landlord, or such other reasonable time given the nature and urgency rendition of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs a xxxx therefor. Subject to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as Tenant's obligations set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities maintain and repair the exterior of the Building and public portions of the Building, all structural elements of the Building, air-conditioning cooling towers on behalf of Tenant the roof, and shall directly charge Tenant for all building systems serving the costs thereofdemised premises, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rentincluding pipes, with the amounts paid lines and the amount like located outside of the cost reconciled demised premises. Landlord shall have no obligation with respect to any items included in Tenant's Extra Work, or constructed or installed in the demised premises by Tenant, or located in the demised premises, or exclusively serving the demised premises. The exterior walls of the Building, the portions of any window xxxxx outside the windows and the windows are not part of the premises demised by this Lease and Landlord reserves all rights to such parts of the Building, but the foregoing shall not relieve Tenant of any obligation to restore, repair, or replace same in accordance with the procedure set forth in Section 5(a)(iii)immediately preceding paragraph.

Repairs. (a) From Subject to the provisions of Paragraphs 9 and after the commencement 58 of and this lease, during the Termfull term of this lease, Landlord shall make all structural repairs to the Demised Premises, except those which shall have been occasioned by the acts of omission or commission of Tenant, its agents, employees or invitees, which repairs Landlord shall make at Tenant’s sole cost and except as expense. Structural repairs are hereby defined to be repairs to the roof supports, the bearing walls, foundation and the structural steel. Landlord shall perform all maintenance and repair work with reasonable diligence and in a workmanlike manner and agrees to use commercially reasonable efforts to minimize interference with Tenant’s business operations at the Demised Premises. Except for Landlord’s obligations specifically set forth in this LeaseParagraph 48, Tenant shall, at its own cost and expense: , keep the Demised Premises in good condition, repair and appearance at all times throughout the term of this lease including, without limitation, (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement of the electrical, plumbing, sprinkler, heating, air conditioning, ventilation, life safety and all other mechanical systems servicing the Demised Premises; (except ii) regularly-scheduled cleaning and maintenance of the interior of the Demised Premises; (iii) the maintenance, repair and replacement of all windows, doors and plate glass; and (iv) maintenance, repair and replacement of the roof, other than with respect to the roof area described in Paragraph 47 above and the roof supports described in this Paragraph 48(a). Tenant shall at all times obtain and keep in full force and effect for replacement the benefit of Landlord and Tenant with a responsible company doing business in Suffolk County a service, repair and maintenance contract with respect to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively systems servicing the Premises (the “HVAC Units”) and shall maintain a service Demised Premises. A copy of such contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenantthereof shall, upon issuance and thereafter not later than ten (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (1510) days after notice from Landlordprior to expiration, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs furnished to Landlord within thirty (30) days after receipt together with evidence of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)payment.

Repairs. Section 11.01 Tenant, at its sole cost and expense, shall take good care of the following items (collectively, "Tenant Repair Items"): (a) From and after the commencement Premises, (b) Building Equipment located in the Premises which exclusively serves the Premises, (c) that portion of and during Building Equipment located in the TermPremises which serves the Premises as well as other portions of the Building (provided that Tenant shall not be responsible for the repair, and except as maintenance and/or replacement of any elevators, elevators shafts, electrical risers, plumbing risers or other similar risers passing through the Premises, provided such repairs, maintenance and/or replacements do not arise out of the events set forth in this Leaseclauses (i) through (iv) below), Tenant shalland (d) Tenant's Property and the Fixtures. Tenant, at its own sole cost and expense: expense shall make and be responsible for all repairs, replacements, interior or exterior, structural and otherwise, ordinary or extraordinary as and when needed to preserve the Building and Tenant Repair Items, the need for which arises out of (i) make interior non-structural repairsthe installation, replacements and renewals necessary to keep use, existence or operation of Improvements, Tenant's Property or Fixtures, (ii) the moving of Tenant's Property or Fixtures in or out of the Building or the Premises, (iii) the acts, omissions, negligence or misuse of Tenant or any of its subtenants or any of its or their employees, agents, contractors, licensees or invitees or their use or occupancy or manner of use or occupancy of the Premises otherwise than in as good condition, order and repair as accordance with the same are at the commencement terms of the Term or thereafter may be put, reasonable wear and use and damage by this Lease (except fire or other casualty only excepted caused by Tenant's negligence, if the fire or other casualty insurance policies insuring Landlord are not invalidated and the rights of Landlord are not adversely affected by this provision) or (it being understoodiv) pursuant to the provisions of Section 9.01, provided, however, that Landlord, at its option, may make any of the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation repairs (other than repairs to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”Tenant's Property) and in such event, Tenant shall maintain a service contract for pay to Landlord the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premisesactual reasonable cost thereof, includingas Additional Rent, without limitation, those on demand. In no event shall Tenant be required to plumbingmake, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in be responsible for or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals pay for any repairs which are required due as a result of the negligence of Landlord, its agents, contractors, subcontractors or employees and Landlord shall be responsible for all such repairs. Tenant, at its sole cost and expense, shall promptly replace scratched, damaged or broken doors and glass in and about the Premises and shall be responsible for all repairs and maintenance of wall and floor coverings in the Premises. Tenant shall promptly make, at its sole cost and expense, all repairs in or to the negligence Premises for which it is responsible. If the Premises shall include any space on any ground, street, mezzanine or willful misconduct of basement floor in the Building, Tenant, (v) at its sole cost and expense, shall make all necessary repairs to all windows and other glass in, on or about such space and put, keep and maintain all portions of the Premises and any sidewalks, curbs, entranceways, passageways and vaults adjoining and/or appurtenant to the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, snow, ice and other debrisaccumulations and unlawful obstructions. All repairs made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with the provisions of Article 10, and (vi) maintain, repair shall be at least equal in quality and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs class to the Premises for more than fifteen (15) days after notice from Landlord, original work or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoiceinstallation. Notwithstanding that Tenant is responsible for HVAC Units as the foregoing, Landlord's repair obligation set forth in Section 10(a)(ii11.02 below shall include the repair, replacement and maintenance of the (A) above, Landlord shall perform said responsibilities HVAC Units (as hereinafter defined) located on behalf each floor of Tenant and shall directly charge Tenant the Premises for the costs thereof, which charge shall be in addition to all other items first five (5) years of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord the Term and (B) boilers on an annual basis and Tenant shall pay to Landlord 1/12 the roof of such estimate on a monthly basis with other items of Rent, with the amounts paid Building and the amount hotwater heaters located in the rest rooms on each floor of the cost reconciled in accordance with Premises for the procedure entire Term, provided that any such repairs replacements and/or maintenance do not arise out of the events set forth in Section 5(a)(iii).clauses (i) through (iv) above. Landlord shall, at its sole cost and expense, keep in full force and effect during such five year period a maintenance contract for the HVAC Units. After the

Repairs. (a) From 7.01 Tenant shall take good care of the demised premises and after the commencement of fixtures, equipment and during the Term, appurtenances therein and except as set forth in this Lease, Tenant shall, at its own sole cost and expense: , make such repairs to the demised premises and the fixtures, equipment and appurtenances therein as are necessitated by the (i) make interior act, omission, occupancy or negligence of Tenant or Tenant's employees, contractors, invitees, licensees or other occupants of the demised premises or (ii) 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. Notwithstanding the foregoing, all damage or injury to the Building, or to its fixtures, equipment and appurtenances, whether requiring structural or non-structural repairs, replacements and renewals necessary to keep caused by or resulting from the Premises in as good conditionact, order and repair as the same are at the commencement omission, occupancy or negligence of Tenant or Tenant's employees, contractors, invitees, licensees or other occupants of the Term demised premises, shall be repaired promptly by Tenant (or thereafter may be putby Landlord, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and conditionif a structural repair), (ii) perform routine maintenanceat Tenant's sole cost and expense. Except as otherwise provided in Section 9.05 hereof, repair all damage or injury to the demised premises and replacement (except for replacement to be performed by Landlord as described below) of the heatingits fixtures, ventilating appurtenances and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in equipment or point of connection to the Building systemsor to its fixtures, but excluding fire safety systems such as sprinklersappurtenances and equipment caused by Tenant moving property into or out of the Building or by installation or removal of furniture, smoke detectors fixtures or other property, shall be repaired, restored or replaced promptly by Tenant at its sole cost and fire alarm systems; (iv) make all other expense, which repairs, restorations and replacements shall be in quality and renewals which are required due class equal to the negligence original work or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Buildinginstallations. If Tenant fails to make any repairs to such repairs, restoration or replacements, the Premises for more than 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 fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency rendition of a bill therexxx. The exterior walls of the repair (although notice shall Building, the portions of any window sills outsxxx xhe windows, the windows, the fire stairs, utility closets and any shafts passing through the floor on which the demised premises are located are not be required if there is an emergency), Landlord may make part of the repairspremises demised by this lease, and Tenant shall pay the reasonable cost Landlord reserves all rights to such parts of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Building.

Repairs. 6.1 (a) From and after the commencement of and during the Term, and except Except as set forth in this Leaseprovided herein, Tenant shall, at its own sole cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep take good care of the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear fixtures and use and damage by fire or other casualty only excepted appurtenances therein (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical bathroom and electrical systems exclusively serving the Premises up to plumbing fixtures and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors appurtenances) and fire alarm systems; (iv) make all other repairs, replacements repairs thereto as and renewals which are required due when needed to the negligence or willful misconduct of Tenant, (v) keep preserve them in good working order and condition and maintain all portions of the Premises in a clean condition consistent with comparable buildings. Tenant, at its sole cost and orderly conditionexpense, free of accumulation of dirtshall promptly replace all damaged or broken doors and glass in and about the Premises. All damage or injury to the Premises and to its fixtures, rubbishappurtenances and equipment or to the Building or to its fixtures, appurtenances and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed caused by or for which arises out of (i) Tenant moving property in or out of the exclusive benefit Building, or (ii) Tenant's installation or removal of Tenant and located furniture, fixtures or other property, or (iii) the performance or existence of any Alterations performed in the Premises by or on behalf of Tenant or anyone claiming possession through Tenant or (iv) Tenant's installation, use or operation of Tenant's property in the Premises or (v) from any other cause of any other kind or nature whatsoever due to carelessness, omission, neglect, improper conduct or other cause on the part of Tenant, its servants, employees, agents, visitors, or licensees, shall be repaired, restored or replaced promptly at Tenant's sole cost and expense to the reasonable satisfaction of Landlord. Any repairs required to be made by Tenant to the mechanical, electrical, plumbing, sanitary, heating, ventilating, air-conditioning, fire safety or other portions systems of the Building shall be performed only by contractor(s) designated by Landlord. Any other repairs in or to the Building and the facilities and systems for which Tenant is responsible may be performed by Landlord at Tenant's expense and may be charged to Tenant as additional rent in the event Tenant fails to perform such repairs; All repairs, restorations and replacements made by Tenant shall be in quality and class equal to the original work or installations and shall be of a quality at least comparable to the quality installed in the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, restoration or replacements, 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 shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt rendition of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)xxxx therefor.

Repairs. Landlord shall maintain in good operating order and keep in good repair and condition the structural portions of the Building, including, without limitation, the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass and mullions, columns, beams, shafts (a) From including elevator shafts), stairs, parking areas, landscaping, fountains, water falls, exterior Project signage, stairwells, elevator cabs, plazas, art work, sculptures, men’s and after the commencement of women’s washrooms, building mechanical, electrical and during the Termtelephone closets, and except as set forth all common and public areas (collectively, “Building Structure”) and the mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems which were not constructed by Tenant, its partners, subpartners and their respective officers, agents, servants, employees, and independent contractors, are not located in the Premises, and/or do not exclusively service the Premises (collectively, the “Building Systems”). Notwithstanding any provision in this LeaseLease to the contrary, Tenant shall be required to pay Landlord directly for the cost of any repair to the Building Structure and/or the Building Systems to the extent required because of Tenant’s use of the Premises for other than the normal and customary business office operations, 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 its Tenant’s own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary pursuant to the terms of this Lease, including without limitation Article 8 hereof, keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as furnishings therein, all systems and equipment therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located (collectively, the “Maintenance Items”), in good order, repair and conditioncondition at all times during the Lease Term (but such obligation shall not extend to the Building Structure and the Building System except pursuant to the BS/BS Exception), (ii) perform routine maintenance, . Tenant agrees to repair and replacement (except for replacement any damage to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, includingBuilding or Project caused by or in connection with Tenant’s use thereof, or the use of Tenant’s agents or employees, or the removal of any articles of personal property, business or trade fixtures, machinery, equipment, cabinetwork, furniture, movable partitions or permanent improvements or additions, including repairing the floor and patching and painting the walls where required by Landlord to Landlord’s reasonable satisfaction, all at the Tenant’s sole cost and expense. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within a commercially reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including without limitationlimitation Article 8 hereof, those required promptly and adequately repair all damage to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in replace or point of connection repair all damaged, broken, or worn fixtures and appurtenances and/or Maintenance Items (but such obligation shall not extend to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors Structure and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due the Building System except pursuant to the negligence BS/BS Exception), except for damage caused by ordinary wear and tear or willful misconduct beyond the reasonable control of Tenant. In addition, (v) keep Tenant covenants and agrees that Tenant shall, at Tenant’s sole cost, maintain all portions of Maintenance Items in accordance with specifications set forth in their respective then currently updated operating manuals and shall, upon request from Landlord, provide certifications or other documentation acceptable to Landlord that the Premises in a clean such Maintenance Items have been and orderly conditionare being maintained to such operating manual specifications; provided however, free of accumulation of dirtthat, rubbishat Landlord’s option, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If if Tenant fails to make such repairs and/or maintain any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be Maintenance Items as required if there is an emergency)herein, Landlord may may, but need not, make the repairssuch repairs and replacements or perform such maintenance and/or contract with a service provider to perform such maintenance on a regular basis, and Tenant shall pay Landlord the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on including a monthly basis with other items of Rent, with the amounts paid and the amount percentage of the cost reconciled thereof 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 or maintenance forthwith upon being billed for same. Landlord may, but shall not be required to, enter the Premises at all reasonable times and upon reasonable notice to Tenant to perform maintenance on and make repairs to the Premises as described in accordance with the procedure set forth preceding sentence, or to make such repairs, alterations, improvements or additions to the Project or to any equipment located in the Project as Landlord shall reasonably 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 the right to make repairs at Landlord’s expense under the provisions of any laws permitting by a tenant at the expense of Landlord to the extent allowed by law, in that Landlord and Tenant have by this Lease made specific provision for such repairs and have defined their respective obligations relating thereto and Tenant expressly waives any and all rights under and benefits of subsection 1 of Section 5(a)(iii)1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. (a) From Tenant shall take good care of the premises 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 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 begun, in good faith, the work necessary to make them within five days after notice from the commencement Landlord of the condition requiring repair, then in either case, the Landlord may (but shall have no obligation to) immediately enter the premises and during make the Termrequired 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 the building or to its fixtures, appurtenances, facilities or equipment, whether of a structural or any other nature, which are required by reason of damage or injury due (i) to the negligence or the improper acts of the Tenant or Tenant's employees, agents, contractors, licensees or visitors; (ii) to the moving, into or out of the building, of property being delivered to or taken from the premises by Tenant, Tenant's agents, employees, contractors, licensees or visitors; (iii) to the installation, repair or removal of the property of the Tenant 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 except as set forth in reasonable cost of any repairs made by the Landlord pursuant to this Leaseparagraph upon presentation of bills therefor, Tenant shallor the Landlord may, at its own option, add such amounts to any installment or installments of rent due under this lease and collect the same as additional rent. The liability of the Tenant under this Article THIRD shall 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 expense: (i) , will, upon notice of the need therefor, make interior non-structural repairs, replacements the repairs required and renewals perform all maintenance necessary to keep the Premises in as good conditionbuilding and its fixtures, order appurtenances, facilities, equipment and repair as systems (including the same are at the commencement of the Term or thereafter may be putplumbing, reasonable wear heating and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises electrical systems) in good working order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).

Repairs. (a) From and after the commencement of and At all times during the Term, and except as set forth in Term of this Lease, Tenant shallshall make, at its own sole cost and expense: (i) make interior , any and all necessary repairs and capital improvements to the Building, both structural and non-structural repairsin order to preserve, replacements protect, and renewals necessary to keep maintain the Premises in to their condition as good condition, order and repair as the same are at the commencement of the Term or thereafter may be putdate hereof, reasonable wear and use and damage by fire tear excepted, or other casualty only excepted to such superior condition as Tenant may desire, including but not limited to the walls (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and conditioninterior), doors (ii) perform routine maintenanceboth interior and exterior), repair plumbing (including without limitation, all filters, drains, water, gas and replacement (except for replacement to be performed by Landlord as described below) of the sewer lines), heating, ventilating air conditioning, and air conditioning units exclusively servicing the Premises electrical systems and equipment (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required interior and exterior lighting and security systems), windows, floors, (including floor coverings such as, without limitation, tiles or carpeting) and all other items which constitute a part of the Building and the Premises. Tenant's obligation for repairs extends to plumbing, mechanical and electrical systems exclusively serving repairs made after the Tenant has vacated the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct were necessary because of Tenant, (v) keep and maintain all portions 's use or occupancy of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the BuildingPremises. If the Tenant refuses or neglects to commence such repairs or fails to make any repairs diligently prosecute the same to the Premises for more than completion within fifteen (15) days after from the date on which Tenant receives written notice from Landlord, or such other reasonable time given the nature and urgency Landlord of the repair (although notice shall not be required if there is an emergency)need therefor, Landlord may make such repairs at the repairsexpense of Tenant and such expense plus fifteen percent for Landlord's cost of administration and overhead shall be collectible as Additional Rent hereunder. Tenant's repair obligations shall not extend to the exterior walls or roof except for any maintenance or repair thereto required due to the willful misconduct, gross negligence or negligence of Tenant, its employees, agents, invitees, assignees or subtenants. The foregoing notwithstanding, recognizing that the Term of this Lease is five (5) years, the following limitations shall apply to Tenant's obligation to replace (as opposed to repair, to which no limitation shall apply) all or any major component (as opposed to replacement of minor components in the course of normal maintenance and repair) of the plumbing (including without limitation, all filters, drains, water, gas and sewer lines), heating, air conditioning, and Tenant electrical systems and equipment (the "Building Systems"): (A) Tenant's obligations shall pay be limited to Twenty-Five Thousand Dollars ($25,000) in the reasonable aggregate per one year period during each one year period of the Term (as the same may be extended or renewed hereunder), provided that the unused portion of such annual limit shall carry forward cumulatively to each succeeding year of the Term to increase the limit for such succeeding year; (B) If, because the relevant dollar limit for Tenant's obligations under this Section 17 is exceeded in a given year, it becomes necessary for Landlord to contribute to the cost of replacing all or any major component of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveBuilding Systems, Landlord shall perform said responsibilities on behalf pay Landlord's share of Tenant such cost, and shall directly charge Tenant for the costs thereof, which charge such cost paid by Landlord shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated amortized by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on over a monthly basis with other items of Rentten (10) year amortization period, with the amounts monthly portion of such amortized cost charged to and paid and by Tenant as Additional Rent hereunder. In the amount event that the amortization period exceeds the Term of this Lease (as the cost reconciled in accordance with same may be extended, renewed, or earlier terminated hereunder), Tenant shall not be responsible for the procedure set forth in Section 5(a)(iii)balance of such amortized costs not yet charged as Additional Rent.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, 13.01 Tenant shall, at its own cost sole cost, keep and expense: maintain the Leased Promises and appurtenances and every part thereof (iexcepting exterior walls and roofs which Landlord agrees to repair) make 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 non-structural repairsof the Leased Premises, replacements including all plumbing, heating, air conditioning, sewer, electrical systems and renewals necessary to keep all fixtures and all other similar equipment serving the Leased Premises in as good and sanitary order, condition, order and repair as repair. Tenant shall be responsible for all pent control within the same are at Leased Premises, including, but not limited to the commencement eradication of any ants or termites should infestation be observed during the term of the Term or thereafter may be putLease. Tenant shall, reasonable wear at its sole cost, keep and use maintain all utilities, fixtures and damage mechanical equipment used by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required . All windows shall be washed and cleaned as often as necessary to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a them clean and orderly condition, free of accumulation of dirt, rubbish, from smudges and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for stains. In the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If event Tenant fails to make any maintain the Leased Promises as required herein or fails to commence repairs to the Premises for more than fifteen (15requested by Landlord In writing) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovesuch request, or fails diligently to proceed thereafter to complete such repairs, Landlord shall perform said responsibilities on behalf of Tenant slash have the right in order to preserve the Leased Premises or portion thereof and/or the appearance thereof, to make such repairs or have a contractor make such repairs and shall directly charge Tenant for the costs thereofcost thereof as additional rent, which charge shall be in addition to all other items together with interest at the rate of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 twelve percent (12%) per annum from the date of making such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)payments.

Repairs. (a) From The parties acknowledge and after agree that Sublessee is subleasing the commencement of and during the TermSubleased Premises on an “as is” basis, and that Sublessor has made no representations or warranties with respect to the condition of the Subleased Premises except as set forth in this Leaseparagraph. Prior to the Commencement Date, Tenant Sublessor shall, at its own cost and expense: Sublessor’s sole cost, (ia) make interior non-structural repairsreplace the missing carpet in the Subleased Premises, replacements and renewals necessary to keep (b) shampoo the Premises remaining carpet in as good conditionthe Subleased Premises, order and repair as the same are at the commencement (c) repaint all of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted walls in the Subleased Premises using at least two (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii2) perform routine maintenance, repair and replacement (except for replacement colors to be performed reasonably approved by Landlord as described belowSubtenant and (d) re-install a minimum of 400 amps of power to the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities lab within the Subleased Premises. Except as set forth in this paragraph, Sublessor shall have no obligation whatsoever to make or pay the cost of any alterations, improvements or repairs to the Subleased Premises, including, without limitation, those any improvement or repair required to plumbingcomply with any law; provided, mechanical and electrical systems exclusively serving however, Sublessor shall use commercially reasonable efforts (without requiring Sublessor to initiate litigation) to (i) obtain the Premises up to and including consent of Master Lessor under Section 6.1 of the tie-in or point of connection Master Lease with respect to the Building systemsalterations set forth in subparts (a)-(d) of this Paragraph 7, but excluding fire safety systems such as sprinklers(ii) cause Master Lessor to perform its obligations under the Master Lease at Sublessee’s written request, smoke detectors (iii) obtain the consent of Master Lessor for the installation by Sublessee of the sinks and fire alarm systems; kitchenette contemplated by Section 12, and (iv) make all other repairs, replacements and renewals which are required due to assist in the negligence or willful misconduct of Tenant, (v) keep and maintain all portions engagement by Sublessee of the Premises applicable contractors for purposes of completing such improvements in a clean (iii) above. Master Lessor shall be solely responsible for performance of any repairs required to be performed by Master Lessor under the terms of the Master Lease. Sublessee shall be solely responsible for all required maintenance and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for service on the exclusive benefit of Tenant and located HVAC unit serving the lab in the Premises and other portions of the BuildingSubleased Premises. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from LandlordIn addition, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in provisions of the Master Lease, Sublessee shall have the ability to operate the HVAC service to the Subleased Premises at any time outside of normal hours of operation for the Building by (i) providing to Sublessor proper notice, and (ii) paying the after hours HVAC charge of $50.00 per hour. For the avoidance of doubt, the last sentence of Section 5(a)(iii)6.2 of the Master Lease shall not apply hereunder except and to the extent that Sublessor is obligated to pay such amounts to Master Lessor.

Repairs. (a) From Section 5.01. Tenant shall take good care of the Demised Premises and, at Tenant’s sole cost and after expense, shall make all repairs and replacements, structural and otherwise, as and when needed to preserve the commencement Demised Premises in good working order and condition, except that Tenant shall not be required to make any such structural repairs or structural replacements to the Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of and during Tenant or any person claiming through or under Tenant, or any of their servants, employees, contractors, agents, visitors or licensees, or by the Term, and except as use or occupancy or manner of use or occupancy of the Demised Premises by Tenant or any such person. Without affecting Tenant’s obligations set forth in this Leasethe preceding sentence, Tenant shallTenant, at its own Tenant’s sole cost and expense: , shall also (i) make interior non-structural repairsall repairs and replacements, replacements as and renewals necessary when necessary, to keep the Premises Tenant’s Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant (except if due to any defect or mistake in as good condition, order work performed by Landlord and repair as the same are at the commencement discovered within one (1) year of the Term or thereafter may be put, reasonable wear installation of such work) and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenanceall maintenance and make all repairs and replacements, repair as and replacement when necessary, to any air conditioning equipment (except for replacement Base Building HVAC), private elevators, escalators, conveyors or mechanical systems which may be installed in the Demised Premises by Landlord, Tenant or others (except if due to be any defect or mistake in work performed by Landlord as described belowand discovered within one (1) year of installation of such work). However, the provisions of the heating, ventilating and foregoing sentence shall not be deemed to give to Tenant any right to install air conditioning units exclusively servicing equipment, elevators, escalators, conveyors or mechanical systems. All repairs and replacements made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the Premises provisions of the third (3rd) sentence of Section 3.01 and shall be at least equal in quality and class to the “HVAC Units”original work or installation. Without limiting or waiving Landlord’s rights and remedies against Tenant for its failure to comply with its obligations under this Lease, Landlord shall operate, maintain, replace (if necessary) and shall maintain a service contract for repair (both structural and nonstructural) the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance structural slabs constituting the core floors and repair; of all other utilities within the Premisesceilings, includingstructural columns, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other public portions of the Building. If Tenant fails to make any repairs , exterior walls, all exterior windows and the mechanical (including Base Building heating, ventilation and air conditioning [but as to the Premises for more than fifteen Demised Premises, only within the mechanical room, if applicable]), electrical, elevator, plumbing (15) days after notice from Landlordincluding water and waste lines), or such life safety, steam and other reasonable time given the nature and urgency service systems of the repair Building serving space in the Building generally (although notice shall not be required if there is an emergencythe “Building Systems”), Landlord may make to a standard similar to that of comparable Class A office buildings in the repairs, and Tenant shall pay the reasonable cost Borough of the repairs to Landlord within thirty (30) days after receipt of an invoiceManhattan. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveIn addition, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for keep the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount common areas of the cost reconciled Building clean and well lighted in accordance with a standard similar to that of comparable Class A office buildings in the procedure set forth in Section 5(a)(iii)Borough of Manhattan.

Repairs. 7.(a) (ai) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its own sole cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep take good care of the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear fixtures and use and damage by fire or other casualty only excepted appurtenances therein (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical bathroom and electrical systems exclusively serving the Premises up to plumbing fixtures and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors appurtenances) and fire alarm systems; (iv) make all other repairs, replacements repairs thereto as and renewals which are required due when needed to the negligence or willful misconduct of Tenant, (v) keep preserve them in good working order and condition and maintain all portions of the Premises in a clean condition consistent with offices in comparable office buildings. Landlord, at its sole cost and orderly conditionexpense, free shall promptly replace all broken glass of accumulation the exterior windows in the Premises. Tenant shall be responsible for all repairs, maintenance and replacement of dirt, rubbish, wall and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located floor coverings in the Premises and for the repair and maintenance of all sanitary and electrical fixtures (excluding the Class E System) and equipment therein. Subject to the provisions of Sections 9(h)(i) and 9(h)(iii) hereof, all damage or injury to the Premises and to its fixtures, appurtenances and equipment or to the Building or to its fixtures, appurtenances and equipment caused by or which arises out of (i) Tenant moving property in or out of the Building, or (ii) the installation or removal of furniture, fixtures or other portions property by Tenant, or (iii) the performance by Tenant or existence of any Alterations or repairs in the Premises or (iv) the installation, use or operation of Tenant's property in the Premises or (v) negligence, wilful or improper conduct on the part of Tenant, its servants, employees, agents, visitors, or licensees, shall be repaired, restored or replaced promptly at Tenant's sole cost and expense to the reasonable satisfaction of Landlord. However, if by reason of (1) strike, (2) labor troubles, (3) governmental preemption in connection with a national emergency, (4) any rule, order or regulation of any governmental agency, or (5) conditions of supply or demand which are affected by war or other national, state or municipal emergency (each, a "Force Majeure Event"), Tenant shall not be able to fulfill its obligations under this Lease, this Lease and Tenant's obligation to pay fixed annual rent and additional rent hereunder, shall not otherwise be affected, impaired or excused, but Tenant shall not be deemed in default in the performance of any obligations under this Lease, provided, that as soon as Tenant shall learn of the happening of any Force Majeure Event, Tenant shall promptly notify Landlord of same, and, if ascertainable, its estimated duration, and Tenant will proceed promptly and diligently with the fulfillment of its obligations as soon as reasonably possible. Any repairs required to be made by Tenant to the mechanical, electrical, plumbing, sanitary, heating, ventilating, Building's air-conditioning, fire safety or other systems of the Building shall be performed only by contractor(s) who are reasonably acceptable and approved by Landlord. All repairs, restorations and replacements made by Tenant shall be in quality and class equal to the original work or installations currently in the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord restoration or replacements within thirty (30) days after receipt notice and demand, subject to any necessary extension as a result of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovea Force Majeure Event, same may be made by Landlord shall perform said responsibilities on behalf at the expense of Tenant and shall directly charge Tenant for the costs thereof, which charge such expense shall be in addition to all other items of Rent payable collectible as additional rent and shall be paid by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 within ten (10) days after rendition of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)bill xxxrefor.

Repairs. (a) From and after the commencement of and Landlord shall at all times during the TermLease Term maintain in good condition and 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 except the Base Building mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems installed or furnished by Landlord (collectively, the “Building Systems”). Except as specifically set forth in this LeaseLease 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 the Permitted Use. Tenant shall, at its Tenant’s own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in Premises, including all improvements, fixtures, furnishings, and systems and equipment therein (including, without limitation, plumbing fixtures and equipment such as good conditiondishwashers, order garbage disposals, and repair as insta-hot dispensers), and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition)condition at all times during the Lease Term. In addition, (ii) perform routine maintenanceTenant shall, repair at Tenant’s own expense, but under the supervision and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection subject to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of the Building. If Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make any repairs to such repairs, and, except in the Premises event of an emergency, such failure continues for more than fifteen ten (1510) days after Tenant’s receipt of written notice from Landlord, or Landlord may, but need not, make such other reasonable time given the nature repairs and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairsreplacements, and Tenant shall pay Landlord the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on including a monthly basis with other items of Rent, with the amounts paid and the amount percentage of the cost reconciled 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. Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in accordance with the procedure set forth 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 California Civil Code or under any similar law, statute, or ordinance now or hereafter in Section 5(a)(iii)effect.

Repairs. Section 5.01. Subject to the provisions of Article 39, Tenant shall take good care of the Demised Premises (aincluding, but not limited to any and, at Tenant's sole cost and expense, shall make all repairs and replacements, structural and otherwise, as and when needed to preserve the Demised Premises (including, but not limited to, any sprinkler system which Tenant is obligated to install therein in accordance with the provisions of this lease) From in good working order and after condition, except that Tenant shall not be required to make any such structural repairs or structural replacements to the commencement Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of and during Tenant or any person claiming through or under Tenant, or any of their servants, employees, contractors, agents, visitors or licensees, or by the Term, and except as use or occupancy or manner of use or occupancy of the Demised Premises by Tenant or any such person. Without affecting Tenant's obligations set forth in this Leasethe preceding sentence, Tenant shallTenant, at its own Tenant's sole cost and expense: , shall also (i) make interior non-structural repairs, all repairs and replacements and renewals necessary perform all maintenance, as and when necessary, to keep the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises and all HVAC (as defined in as good condition, order and repair as Section 29.02) equipment installed in the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or Demised premises other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition)than Building standard equipment, (ii) perform routine maintenancemake all repairs and replacements, repair as and replacement (except for replacement when necessary, to be Tenant's Personal Property and to any Alterations made or performed by Landlord as described below) or on behalf of the heatingTenant or any person claiming through or under Tenant, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance make all replacements, as and repair; of when necessary, to all outside windows if such repair is necessitated by Tenant's acts, omissions or negligence and all interior plate and other utilities within glass in the Demised Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) perform all maintenance and make all other repairsrepairs and replacements, as and when necessary, to any private elevators, escalators, conveyors or mechanical systems which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the foregoing sentence shall not be deemed to give to Tenant any right to install any private elevators, escalators, conveyors or mechanical systems. All repairs and replacements made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and renewals which are required due performed in conformity with, and subject to the negligence provisions of, the third (3rd) sentence of Section 3.01 and shall be at least equal in quality and class to the original work or willful misconduct installation provided that notwithstanding such incorporation of Tenantsaid Section 3.01, (v) keep and maintain all portions a reasonably detailed description of the Premises nature and scope of such repair may be submitted to Owner for its consent in a clean lieu of any detailed plans and orderly conditionspecifications required of the third sentence of said Section 3.01 if such repair (x) does not require the filing of plans and/or specifications with the Building Department of the City of New York, free of accumulation of dirt, rubbish, and other debrisor any successor thereto, and (viy) maintain, is of a nature and character that the preparation of such detailed plans and specifications for such repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located are not customary practice in the Premises Borough of Manhattan; if submission of such detailed plans and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice specifications shall not be required if there is an emergency)as above provided, Landlord may make then at least five (5) business days prior to the repairs, and commencement of such repairs Tenant shall pay deliver by hand personally to Owner or the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant building manager for the costs thereofBuilding a notice of such proposed repair, which charge notice shall be describe in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis reasonable detail the nature and Tenant shall pay to Landlord 1/12 scope of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iiirepair. (See Article 39).

Repairs. (a) From The Tenant shall take good care of the premises and after the commencement 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 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 during electrical systems), other than fixtures, appurtenances, equipment and facilities in the Termpremises, except where structural or exterior repairs or repairs to such systems and except as set forth facilities are made necessary by reason of one or more of the occurrences described below in this Lease, Tenant shall, at its own cost and expense: clauses (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; through (iv) make all other repairsof this Article THIRD (a). Should the Tenant fail to repair any condition in or about the premises or the fixtures, replacements appurtenances, equipment and renewals facilities therein which are required due is of such a nature that its neglect would be reasonably likely to result in damage or danger to the negligence building, its fixtures, appurtenances, facilities and equipment, or willful misconduct to its occupants (of Tenantwhich nature the Landlord shall be the sole judge) or, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and case of repairs of any other portions of nature, should the Building. If Tenant fails have failed to make any the required repairs or to have begun, in good faith, the Premises for more than fifteen work necessary to make them within five (155) days after notice from Landlordthe Landlord of the condition requiring repair, then in either case, the Landlord may (but shall have no obligation 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 the building or to its fixtures, appurtenances, facilities or equipment, whether of a structural or any other nature, which are required by reason of damage or injury due (i) to the negligence or the wilful acts of the Tenant or Tenant's employees, agents, contractors, licensees or visitors; (ii) to the moving, into or out of the building, of property being delivered to or taken from the premises by Tenant, Tenant's agents, employees, contractors, licensees or visitors; (iii) to the installation, repair or removal of the property of the Tenant in the premises by Tenant or Tenant's agents, employees, contractors, licensees or visitors; or (iv) to the negligent or willfully incorrect operation of any machinery equipment, or such other reasonable time given facility installed in the nature and urgency of premises by or for the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant. The Tenant shall will pay the actual and reasonable cost of any repairs made by the repairs Landlord pursuant to this paragraph upon presentation of bills therefor, or the Landlord within thirty (30) days after receipt may, at its option, add such amounts to any installment or installments of an invoicerent due under this lease and collect the same as additional rent. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf The liability of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this LeaseArticle THIRD shall survive the expiration or other termination of this lease. Such charge shall be estimated by Landlord on an annual basis 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 Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rentexpense, with the amounts paid and the amount will, upon notice of the cost reconciled need therefor, make the repairs required and perform all maintenance necessary to keep the building and its fixtures, appurtenances, facilities, equipment and systems (including the plumbing, heating and electrical systems) in accordance with the procedure set forth in Section 5(a)(iii)good working order.

Repairs. Landlord shall maintain in good condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (a) From including the roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men's and during the Termwomen's washrooms, Building mechanical, electrical and telephone closets, and except as set forth all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (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 Project Common Areas. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to repair the Building Structure and/or the Building Systems to the extent caused due to Tenant's use of the Premises for other than the Permitted Use, 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 its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures, equipment, interior window coverings, and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises is located, in good order, repair and condition)condition at all times during the Lease Term, (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and but such obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant's own expense, but excluding fire safety systems such as sprinklers, smoke detectors under the supervision and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions 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 the Building. If Tenant; provided however, that, at Landlord's option, or if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature Tenant and urgency of the Tenant's failure to repair (although notice shall not be required if there is an emergency), Landlord may or commence to make the repairsrepair) within five (5) business days thereafter, 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, but not to exceed five (5%) percent) 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. Landlord may, but shall not be required to, enter the Premises at all reasonable times 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 within thirty 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 (30i) days after receipt 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 an invoice. Notwithstanding that Tenant is responsible for HVAC Units hereunder, any such entry into the Premises by Landlord shall 692500.09/WLA371593-00023/6-13-12/ao/ao -00- XXX XXXXXX[Xxxxxx Realty, L.P.][Concur Technologies, Inc.] be performed in a manner so as set forth in Section 10(a)(iinot 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 perform said responsibilities on behalf use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Tenant hereby waives and releases any and all rights it may have at law or in equity to make repairs at the expense of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Landlord.

Repairs. (a) From and after the commencement of and during the TermExcept as otherwise provided in Article 7, and except as set forth in this Lease, Tenant shall, at its own cost and expense: resulting from settling or sagging within standard engineering tolerance (i) make interior non-provided that the settling or sagging does not affect the surface or structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement integrity of the Term Building or thereafter may be putin any way materially affect the ordinary and customary use of the Premises, reasonable wear and use and damage or any part thereof by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and conditionTenant), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) shall maintain the structural integrity of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesBuilding, including, without limitation, those required the roof and roofing system, foundation, loading bearing and exterior walls, including windows. Landlord shall also be responsible for (i) all exterior maintenance, repairs and replacements necessary to plumbingkeep in good condition and working order all common areas of the Park, mechanical and electrical systems exclusively the trees, shrubs, plants, landscaping, parking areas, driveways and walkways on the Lot or elsewhere in the Park, including but not limited to, all lighting and other fixtures and equipment serving the Premises up to such parking areas, driveways and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenantwalkways, (vii) keep providing the services and maintain all portions of performing the Premises maintenance work set forth in a clean Section 4.2 and orderly condition, free of accumulation of dirt, rubbish, and other debrisArticle 7 hereof, and (viiii) performing necessary repairs and replacements to maintain the watertight integrity of the Building, including but not limited to the roof, exterior wall, windows and skylights. Landlord shall also maintain, repair and replace electronicthe HVAC, phone life/safety, plumbing, electrical and data cabling and related mechanical equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge it shall be in addition good operating condition throughout the Term, reasonable wear and tear excepted. Landlord shall make all of such repairs and replacements necessary to maintain the foregoing in good working order comparable other first class buildings in the Burlington Area and in compliance with all other items of Rent payable by Tenant laws and all costs and expenses under this Lease. Such charge Section 5.1.3 shall constitute Operating Costs to the extent provided by to the provisions of Section 4.2, except that Landlord shall be estimated by Landlord on an annual basis responsible at its sole cost and expense (except if relating to Tenant’s negligence and misuse, in which case the same shall be at Tenant’s cost and expense, subject to Section 10.13), to repair, maintain and replace throughout the Term the Building structure, including the footings, foundation and columns. All other repairs and maintenance reasonably required within the Premises, except as specifically otherwise provided for herein, shall be the responsibility of Tenant. In the event that Tenant shall pay gives notice to Landlord 1/12 of such estimate on a monthly basis with other items of Rentcondition which Tenant believes requires Landlord’s repairs or a condition which, with the amounts paid and the amount of the cost reconciled if left uncorrected, will necessitate Landlord’s repair, then, in accordance with the procedure set forth in terms of this Section 5(a)(iii).5.1.3, Landlord shall respond promptly to investigate such condition, and, if such repairs are Landlord’s obligation hereunder, Landlord shall commence promptly to repair same and to diligently complete said repair. Tenant agrees during the Term to provide Landlord notice as soon as reasonably possible of any condition within the Premises known to Tenant which might require, or if left uncorrected will necessitate, Landlord’s repair pursuant to this Section 5.1.3. Tenant shall have the right to require, at reasonable times and with reasonable advance notice, a representative of Landlord to inspect the Premises for repairs which may be the responsibility of Landlord;

Repairs. (a) From and after the commencement of and Landlord shall at all times during the TermLease Term maintain in good condition and repair and operating order the structural portions of the Building, including, without limitation, the foundation, structural portions of the floors, floor slabs, exterior walls, exterior windows, exterior window seals, ceilings, roof, load bearing walls, columns, beams, shafts, stairs, stairwells, the elevator and all Common Areas (collectively, the "Building Structure"), and except the Building's mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems and equipment installed or furnished by Landlord (collectively, the "Building Systems"). Landlord’s cost to perform such work shall be considered Operating Expenses. (The Supplemental HVAC and generator described in Article 6 are not considered part of the Building Systems, and Landlord therefore has no obligation to maintain them.) Except as specifically set forth in this LeaseLease to the contrary, Tenant shall not be required to repair the Building 1064686.11 20 Structure and/or the Building Systems. Tenant shall, at its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises Premises, including all improvements, fixtures, furnishings, and systems and equipment in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep exclusively serving the Premises (including, without limitation, (a) plumbing fixtures and equipment such as dishwashers and garbage disposals, and (b) all equipment located in the Premises that is utilized to supply supplemental HVAC to the Premises) in good order, repair and condition)condition at all times during the Lease Term. In addition, (ii) perform routine maintenanceTenant 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 and replacement (except for replacement to be performed by Landlord as described below) of the heatingreplace all damaged, ventilating broken, or worn fixtures and air conditioning units exclusively servicing appurtenances in the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within or exclusively serving the Premises, includingexcept for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, without limitationthat, those required at Landlord's option, or if Tenant fails to plumbingmake such repairs or replacements within 30 days after receiving Landlord's written demand, mechanical Landlord may, but need not, make such repairs and electrical systems exclusively serving replacements, and Tenant shall pay Landlord the Premises up cost thereof to and including reimburse Landlord for its actual out-of-pocket cost thereof within 30 days of being billed for same. Notwithstanding the tie-in or point of connection foregoing, Landlord shall be responsible for repairs to the Building systemsStructure and Building Systems, but excluding fire safety systems except to the extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant; provided, (v) keep and maintain all portions of the Premises in a clean and orderly conditionhowever, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen extent such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense (15) days after notice from Landlordsubject to the terms of Section 10.5 below). Landlord may, or such other reasonable time given the nature and urgency of the repair (although notice but shall not be required if there is to (except to the extent otherwise provided in this Lease or required by Applicable Law), enter the Premises at all reasonable times upon not less than twenty-four (24) hours' prior written notice (except in the case of an emergency), in which case no prior written notice shall be required, but Landlord shall notify Tenant of any such entry as soon as reasonably practicable) 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 make be required to do by governmental or quasi-governmental authority or court order or decree or the repairs, and Tenant shall pay the reasonable cost terms of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Tenant hereby waives and Tenant shall pay to Landlord 1/12 releases any and all rights under and benefits of such estimate on a monthly basis with other items subsection 1 of Rent, with the amounts paid Section 1932 and the amount Sections 1941 and 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. (a) From Landlord shall maintain and after keep the commencement Common Areas of the Building and during the TermProject in a good, clean and except as set forth in this Leaseneat working order, Tenant shallcondition and repair. Landlord shall make all necessary repairs and replacements, at its own cost and expense: within a reasonable period following receipt of notice of the need therefor from Tenant, to (i) make the footings, foundation, floor slab, sub-grade below floor slab and structural components (defined as the steel, floor slab, foundations, load-bearing interior non-structural repairsand exterior walls, replacements joists, steel frames and renewals necessary columnar supports) of the Project, including the Premises; (ii) all utility lines outside stub locations within the Premises, including plumbing mains and electrical panels, conduits and connections serving the Project; (iii) the exterior walls, exterior doors, exterior locks on exterior doors and windows of the Building; (iv) the roof of the Building, including roof structure, membrane, flashing, gutters, and downspouts; and (v) the Common Areas, parking areas, landscaping and public corridors and other public areas of the Project not constituting a portion of any tenant’s premises and shall use reasonable efforts to keep the Premises all Building standard equipment used by Tenant in as common with other tenants in good condition, order condition and repair as the and to replace same are at the commencement end of the Term or thereafter may be putsuch equipment’s normal and useful life, reasonable wear and use tear and damage casualty loss excepted. Except as expressly provided in Paragraph 9 of this Lease, there shall be no abatement of Rent and no liability of Landlord by fire reason of any injury to or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant interference with Tenant’s business arising from the obligation making of any repairs, alterations or improvements in or to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) any portion of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to or the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of Project. Tenant waives the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails right to make repairs at Landlord’s expense under any repairs to the Premises for more than fifteen (15) days after notice from Landlordlaw, statute or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth ordinance now or hereafter in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. A. Landlord will keep: (a) From the roof, structure, columns, exterior walls and after exterior windows, foundation, interior load-bearing walls and demising walls and floors, in sound, watertight condition and good state of repair; and (b) the commencement of and during the Termelevators, and except all Building systems and facilities including, but not limited to, the base building electrical, water, gas, sewer, life safety, mechanical and HVAC (including the Premises' air handling equipment, but excluding separate package air-conditioning systems specially installed by or for Tenant for Tenant's sole use, if any) supplied to the Premises in good operating condition, maintenance and repair; and (c) the sidewalks, curbs, driveways, parking areas (if any) and landscaping in good condition and repair, open and free of debris or other obstruction. The Landlord will also keep the public portions of the Building, toilets and Common Areas in clean, sightly, good operating condition and repair as set forth in this Lease, Tenant shallwell as any Building systems which penetrate into or pass through the Premises or upon which the Premises are dependent. Landlord agrees, at its own cost and expense: (i) make interior non-structural , upon request of Tenant, to remedy any latent defects in Landlord's Work. All repairs, replacements and renewals necessary restorations made by Landlord shall be equal in quality and class to keep the Premises originals thereof and shall be completed in as good condition, order and repair compliance with applicable law. The Landlord covenants that any repairs or replacements (as the same are at case may be) required by the commencement terms of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement this Lease to be performed made by Landlord as described below) shall be commenced and completed expeditiously. All repair obligations of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units Landlord hereunder with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection respect to the Building systemsProject, but excluding fire safety systems such other than structural repairs and except as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as expressly set forth in Section 10(a)(ii) aboveExhibit "D" hereof, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items deemed a component of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Operating Costs.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its Tenant’s own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in Premises, including all improvements, fixtures, furnishings, heating, ventilation (including exhaust) and air conditioning (“HVAC”), and systems and equipment therein (including, without limitation, plumbing fixtures and equipment such as good conditiondishwashers, order garbage disposals, and repair as insta-hot dispensers), and the same are at the commencement floor of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition)condition at all times during the Lease Term. In addition, (ii) perform routine maintenanceTenant 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 replacement (replace or repair all damaged, broken, or worn fixtures and appurtenances, except for replacement 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, 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 performed by uniformly established for the Building and/or the Project) sufficient to reimburse Landlord as described below) of the 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 air-conditioning units exclusively servicing systems and utility services serving the Premises (to the “HVAC Units”) extent serving Tenant exclusively), and Tenant shall maintain a secure, pay for, and keep in force contracts with appropriate and reputable service contract companies reasonably approved by Landlord providing for the HVAC Units with a reputable HVAC service provider; (iii) perform routine regular maintenance and repair; of all other utilities within such systems. Notwithstanding the Premisesforegoing, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection Landlord shall be responsible for repairs to the exterior walls, foundation and roof (including roof membrane) of the Building, gutter, the structural portions of the floors of the Building, and the base building systems and equipment of the Building systemsand Common Areas (to the extent not serving Tenant exclusively), but excluding fire safety systems except to the extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant; provided, (v) keep and maintain all portions of the Premises in a clean and orderly conditionhowever, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any if such repairs are due to the Premises for more than fifteen (15) days after notice from negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant’s expense, or, if covered by Landlord’s insurance, or such other reasonable time given Tenant shall only be obligated to pay any deductible in connection therewith. Subject to the nature and urgency terms of the repair (although notice Article 27, below, Landlord may, but shall not be required if there is to, enter the Premises at all reasonable times and upon reasonable prior notice 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. For the three (3) HVAC units existing at the Premises on the Rent Commencement Date which are listed on Exhibit I and which are not being replaced prior to or at the beginning of the Term (the “Existing Units”) by Landlord, Landlord at its sole cost and expense, shall be responsible for repairs or replacements to the Existing Units, not including routine maintenance or the costs of Tenant’s service agreement or damage caused by Tenant or Tenant’s employees, contractors or agents, which exceed $1,500.00 per unit per year as identified either through service calls from Tenant or as otherwise identified in the course of the preventative maintenance and/or inspections. Tenant shall notify Landlord prior to performing such repairs and Landlord shall either permit Tenant’s vendor to perform the work at Landlord’s expense or Landlord shall contract for such work to be performed. If an emergencyExisting Unit needs to be replaced during the Term of this Lease (other than as a result of the negligent or willful acts or omissions of Tenant or its agents), then Landlord may make shall replace such Existing Unit with a new unit, using Building standard materials, and the cost thereof shall be paid by Landlord and thereafter Tenant shall reimburse to Landlord, as Additional Rent hereunder, the annual amortization (to the extent applicable to the remaining Term or any Option Term based upon the estimated useful life of the applicable Existing Unit that was replaced) of such cost in equal monthly installments on the first day of each month during the remaining Term or any Option Term. After any Existing Unit is replaced with a new unit, Tenant shall, at Tenant’s sole expense, be responsible for all future repairs, replacement and Tenant shall pay maintenance for such replaced HVAC system for the reasonable cost remainder of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units Term as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall it may be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)extended.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, when and if needed or whenever requested by Landlord to do so, at its own Xxxxxx's sole cost and expense: (i) , maintain and make interior non-structural repairsall repairs to the Premises and every part thereof, replacements to keep, maintain and renewals necessary to keep preserve the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable first class condition excepting ordinary wear and use tear. Any such maintenance and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use repairs shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by licensed contractors approved by Landlord, which approval shall not be unreasonably withheld, delayed or conditioned, except that Landlord as described below) reserves the right to designate the contractor to perform that portion of any such maintenance or repairs which affect the heatingmechanical, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical or fire protection systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If All costs and expenses incurred in such maintenance and repair shall be paid by Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt billing by such contractor or contractors. Tenant shall upon the expiration or sooner termination of an invoicethe term hereof surrender the Premises to Landlord in the same condition as when received ordinary wear and tear and damage by casualty excepted. Landlord shall have no obligation 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. Notwithstanding that anything to the contrary contained in Subparagraphs (a) and (b) of this Paragraph 15, Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveshall maintain and repair at its sole cost and expense, Landlord shall perform and with maintenance contractors approved by Landlord, all non-base building facilities within the Premises, including lavatory, shower, toilet, washbasin and kitchen facilities and heating and air conditioning systems, including all plumbing connected to said responsibilities facilities or systems, installed by Tenant or on behalf of Tenant or existing in the Premises at the time of delivery of possession of the Premises to Tenant by Landlord. The provisions of this paragraph shall not apply to the basic heating and shall directly charge Tenant for the costs thereof, which charge shall be in addition air conditioning system provided by Landlord to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount tenants of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Building.

Repairs. Except as otherwise provided in Article VII, except as resulting from Tenant’s negligence or misuse (a) From to the extent insurance proceeds are not available), 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 after customary use of the commencement Premises, or any part thereof by Tenant), or except for damage or deterioration resulting from reasonable wear and damage, Landlord shall maintain the structural integrity of and during the TermBuilding, including but not limited to the roof, exterior walls, and except as set forth in this Lease, Tenant shall, at its own cost windows and expense: skylights and all Landlord’s Work pursuant to the Landlord’s Work Guaranty. Landlord shall also be responsible for (i) make interior non-structural repairsall exterior maintenance, repairs and replacements and renewals necessary to keep the Premises in as good condition, condition and working order and repair as the same are at the commencement all Common Areas of the Term Building and the Park, and the trees, shrubs, plants, landscaping, parking areas (including the Building Parking Area), driveways and walkways on the Lot or thereafter may be putelsewhere in the Park, reasonable wear including but not limited to, all lighting and use other fixtures and damage by fire or other casualty only excepted (it being understoodequipment serving such parking areas, however, that the foregoing exception for reasonable wear driveways and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition)walkways, (ii) perform routine maintenanceproviding the services and performing the maintenance work set forth in Section 4.2 and Article VII hereof, and (iii) performing necessary repairs and replacements to maintain the watertight integrity of the Building, including but not limited to the roof, exterior wall, windows and skylights. Landlord shall also maintain, repair and replacement (except for replacement to be performed by Landlord replace all equipment, appliances and utility systems in the Building as described below) of the heating, ventilating Term Commencement Date and air conditioning units exclusively servicing as the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premisessame may be replaced, including, without limitation, those required the HVAC equipment in the Building, such that it shall be in good operating condition throughout the Term. Landlord shall make all of such repairs and replacements necessary to plumbing, mechanical maintain the foregoing in good condition and electrical systems exclusively serving the Premises up to working order and including the tie-in or point of connection compliance with all laws and all costs and expenses under this Section 5.1.3 shall be incurred pursuant to the Building systemsprovisions of Section 4.2, but excluding fire safety systems other than if such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, repairs and/or replacements and renewals which are required necessary due to a breach of Landlord’s Work Guaranty, the negligence or willful misconduct costs of which shall be Landlord’s sole responsibility. All other repairs and maintenance within the Premises, except as specifically otherwise provided for herein, shall be the responsibility of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovethe foregoing, Landlord shall perform said responsibilities on behalf of have no responsibility to install, repair, maintain or replace any security system, the parties expressly agreeing that Landlord shall have no responsibility whatsoever for providing any security to the Premises, Building or Lot. In the event that Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay gives notice to Landlord 1/12 of such estimate on a monthly basis with other items of Rentcondition which Tenant believes requires Landlord’s repairs or a condition which, with the amounts paid and the amount of the cost reconciled if left uncorrected, will necessitate Landlord’s repair, then, in accordance with the procedure set forth in terms of this Section 5(a)(iii).5.1.3, Landlord shall respond promptly to investigate such condition, and, if such repairs are Landlord’s obligation hereunder, Landlord shall commence promptly to repair same and to diligently complete said repair. Tenant agrees during the Term to provide Landlord notice as soon as reasonably possible of any condition known to Tenant which might require, or if left uncorrected will necessitate Landlord’s repair pursuant to this Section 5.1.3. Tenant shall have the right to require, at reasonable times and with reasonable notice, a representative of Landlord to inspect the Premises for repairs which may be the responsibility of Landlord;

Repairs. Section 6.01. Tenant shall take good care of the Demised Premises (aexcluding those areas reserved to Landlord pursuant to the provisions of Section 14.02) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shalland, at its own Tenant's sole cost and expense: (i) , shall make interior non-all repairs and replacements, structural repairsand otherwise, replacements ordinary and renewals necessary extraordinary, foreseen and unforeseen, as and when needed to keep preserve the Demised Premises in as good and safe working order and in first class repair and condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and except for damage by fire or other casualty only excepted (it being understood, however, for which Tenant is not otherwise liable and except further that the foregoing exception for reasonable wear and use Tenant shall not relieve be required to make any such structural repairs or structural replacements to the Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of Tenant from or any person claiming through or under Tenant, or any of their servants, employees, contractors, agents, visitors or licensees, or by the obligation use or occupancy or manner of use or occupancy of the Demised Premises by Tenant or any such person. Without affecting Tenant's obligations set forth in the preceding sentence, Tenant, at Tenant's sole cost and expense, shall also (i) make all replacements, as and when necessary, to keep the Premises lamps, tubes, ballasts, and starters in good order, repair and condition)the lighting fixtures installed in the Demised Premises, (ii) perform routine maintenancemake all repairs and replacements, repair as and replacement (except for replacement when necessary, to be Tenant's Personal Property and to any Alterations made or performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall include any space on any ground, street, mezzanine or basement floor in, or facing the atrium or any public portion of, the Building, make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, reasonably satisfactory to Landlord, in which Landlord, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building's standard equipment and systems) which may be installed in the Demised Premises by Landlord, Tenant or others. The provisions of the foregoing sentence shall not, in and of themselves, be deemed to give to Tenant any right to install air conditioning equipment, elevators, escalators, conveyors or mechanical systems. All repairs and replacements made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of, Section 4.01 and shall directly charge Tenant for be at least equal in quality and class to the costs thereoforiginal work or installation. The necessity for, which charge and adequacy of, repairs and replacements pursuant to this Article 6 shall be measured by the standard which is appropriate for first class office buildings of similar construction and class in addition the Boston, Massachusetts area. In no event shall Tenant be obligated to make any repair to the Demised Premises to the extent necessitated by the acts, omissions or negligence of Landlord or any of Landlord's servants, employees, contractors or agents. Subject to Tenant's obligations hereunder and except as otherwise herein provided in the case of damage by fire or other casualty or as a result of an eminent domain taking, Landlord shall, within a reasonable time, make all repairs and replacements necessary to maintain in good condition the roof, exterior walls, floor slabs, foundations and other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount structural components of the cost reconciled in accordance with Building as well as all lavatories, elevators, sanitary, electrical, heating and air conditioning systems and other common areas and facilities of the procedure set forth in Section 5(a)(iii)Building serving the Demised Premises. Landlord shall further be responsible for removing snow and ice from any exterior passageways on the Property and maintaining any landscaped areas outside the Building.

Repairs. (a) From and after the commencement of and during the TermExcept as otherwise provided in Article 7, and except as set forth resulting from Tenant’s negligence or misuse, 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 this Leaseany way materially affect the ordinary and customary use of the Premises, Tenant shallor any part thereof by Tenant), at its own cost and expense: Landlord shall maintain the structural integrity of the Building, Landlord shall also be responsible for (i) make interior non-structural repairsall exterior maintenance, repairs and replacements and renewals necessary to keep the Premises in as good condition, condition and working order and repair as the same are at the commencement all common areas of the Term Park, and the trees, shrubs, plants, landscaping, parking areas, driveways and walkways on the Lot or thereafter may be putelsewhere in the Park, reasonable wear including but not limited to, all lighting and use other fixtures and damage by fire or other casualty only excepted (it being understoodequipment serving such parking areas, however, that the foregoing exception for reasonable wear driveways and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition)walkways, (ii) perform routine maintenanceproviding the services and performing the maintenance work set forth in Section 4.2 and Article 7 hereof, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance performing necessary repairs and repair; replacements to maintain the watertight integrity of all other utilities within the PremisesBuilding, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection but not limited to the Building systemsroof, but excluding fire safety systems such as sprinklersexterior wall, smoke detectors windows and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) skylights. Landlord shall also maintain, repair and replace electronic, phone and data cabling and related the HVAC equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge it shall be in addition good operating condition throughout the Term, reasonable wear and tear excepted. Landlord shall make all of such repairs and replacements necessary to maintain the foregoing in good condition and working order and in compliance with all other items of Rent payable by Tenant laws and all costs and expenses under this Lease. Such charge Section 5.1.3 shall be estimated chargeable to Tenant to the extent provided by the provisions of Section 4.2, except that Landlord on an annual basis shall be responsible at its sole cost and expense (except as aforesaid relating to Tenant’s negligence and misuse), to repair, maintain and replace throughout the Term the Building structure, including the footings, foundation and columns, All other repairs and maintenance reasonably required within the Premises, except as specifically otherwise provided for herein, shall be the responsibility of Tenant. In the event that Tenant shall pay gives notice to Landlord 1/12 of such estimate on a monthly basis with other items of Rentcondition which Tenant believes requires Landlord’s repairs or a condition which, with the amounts paid and the amount of the cost reconciled if left uncorrected, will necessitate Landlord’s repair, then, in accordance with the procedure set forth in terms of this Section 5(a)(iii).5.1.3, Landlord shall respond promptly to investigate such condition, and, if such repairs are Landlord’s obligation hereunder, Landlord shall commence promptly to repair same and to diligently complete said repair. Tenant agrees during the Term to provide Landlord notice as soon as reasonably possible of any condition known to Tenant which might require, or if left uncorrected will necessitate, Landlord’s repair pursuant to this Section 5.1.3. Tenant shall have the right to require, at reasonable times and with reasonable advance notice, a representative of Landlord to inspect the Premises for repairs which may be the responsibility of Landlord;

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, 14.01 Tenant shall, at its own cost sole cost, keep and expense: maintain the Leased Premises and appurtenances and every part thereof (iexcepting exterior walls, structural portions of the Leased Premises and roofs, which Landlord agrees to repair) make including by way of illustration and not by way of limitation all windows, and skylights, doors, any store front and the interior non-structural repairsof the Leased Premises, replacements including all plumbing, heating, air conditioning, sewer, electrical systems and renewals necessary to keep all fixtures and all other similar equipment serving the Leased Premises in as good and sanitary order, condition, order and repair as repair. Notwithstanding the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understoodforegoing, however, that Tenant shall have no obligation for the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of any plumbing systems located outside of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Leased Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection except to the Building systems, but excluding fire safety systems extent any such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to repair is necessitated by or is the result of or otherwise arises from the negligence or willful misconduct of Tenant or any of Tenant’s officers, (v) employees or agents. Tenant shall be responsible for all pest 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 its sole cost, keep and maintain all portions of the Premises utilities, fixtures and mechanical equipment used by Tenant in a good order, condition, and repair. All windows shall be washed and cleaned as often as necessary to keep them clean and orderly condition, free of accumulation of dirt, rubbish, from smudges and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for stains. In the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If event Tenant fails to make any maintain the Leased Premises as required herein or fails to commence repairs to the Premises for more than fifteen (15requested by Landlord in writing) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovesuch request, or fails diligently to proceed thereafter to complete such repairs, Landlord shall perform said responsibilities on behalf of Tenant have the right in order to preserve the Leased Premises or portion thereof, and/or the appearance thereof, to make such repairs or have a contractor make such repairs and shall directly charge Tenant for the costs thereofcost thereof as additional rent, which charge shall be in addition to all other items together with interest at the rate of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 twelve percent (12%) per annum from the date of making such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)payments.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, The Tenant shall, at its own cost cost, maintain, repair and expense: (i) make interior non-structural repairskeep the Premises, replacements including all appurtenances, equipment and renewals necessary to keep fixtures including locks, all doors, including glass doors and windows, window frames, hot water tanks, plumbing fixtures, metal bar grid, ceiling tiles, lighting fixtures, electrical, plumbing and HVAC systems within the Premises in as good condition, order and repair as a careful tenant would do and shall be solely responsible for landscaping, security, janitorial services, garbage pickup and any service or facility needed in the same are course of the Tenant's business, the Landlord being responsible only to maintain and repair the structural elements of the Building and the Building envelope (excluding the roof to the extent of the Tenant's responsibilities set out in section 9.01(c)), at the commencement of Landlord's cost and to maintain and repair the Term or thereafter may be putparking areas at the Tenant's cost, reasonable wear and use and unless otherwise specifically set out to the contrary in this Lease. The Tenant is responsible for damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good ordercaused by its employees, repair and condition)licensees, invitees, customers or agents. (iib) perform routine maintenanceWithout limiting the foregoing, repair and replacement (except for replacement the Tenant shall as a careful tenant would do, at its cost, be solely responsible to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronicthe HVAC systems serving the Premises, phone and data cabling covenants to enter into and related equipment comply with a contract for regular maintenance (collectivelyof no less than four times per year) and the Tenant will provide promptly upon receipt a copy of such quarterly maintenance reports to the Landlord and such contract will be on terms and with a service contractor reasonably satisfactory to the Landlord and the Tenant shall provide copies of such maintenance contract to the Landlord in advance of entering into same, “Cable”such contract not to be terminated or amended without the Landlord's prior reasonable approval, such approval not to be unreasonably withheld or delayed. (c) that is installed by or for Without limiting the exclusive benefit of foregoing, the Tenant shall as a careful tenant would do, at its cost, be solely responsible to maintain and located in repair the Premises roof and other portions the roof membrane of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given roof should need replacement before the nature and urgency end of the repair (although notice Term or any renewal, the Landlord shall not be required if there is an emergency)responsible for completing such replacement at its cost, Landlord may make provided that the repairs, and Tenant shall pay the reasonable cost as part of Operating Costs for each remaining year of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on Term or any renewal a monthly basis with other items of Rent, with the amounts paid and the amount proportionate share of the cost reconciled of such replacement based on the replacement cost amortised over the useful life of the roof, unless the need for replacement results from the failure of the Tenant to properly maintain the roof, in accordance with which case the procedure set forth in Section 5(a)(iii)Tenant shall be solely responsible for the cost of such replacement.

Repairs. (a) From and after the commencement of and during the TermExcept as otherwise provided in Article 7, and except as set forth in this Lease, Tenant shall, at its own cost and expense: resulting from settling or sagging within standard engineering tolerance (i) make interior non-provided that the settling or sagging does not affect the surface or structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement integrity of the Term Building or thereafter may be putin any way materially affect the ordinary and customary use of the Premises, reasonable wear and use and damage or any part thereof by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and conditionTenant), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) shall maintain the structural integrity of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesBuilding, including, without limitation, those required the roof and roofing system, foundation, loading bearing and exterior walls. Landlord shall also be responsible for (i) all exterior maintenance, repairs and replacements necessary to plumbingkeep in good condition and working order all common areas of the Park, mechanical and electrical systems exclusively the trees, shrubs, plants, landscaping, parking areas, driveways and walkways on the Lot or elsewhere in the Park, including but not limited to, all lighting and other fixtures and equipment serving the Premises up to such parking areas, driveways and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenantwalkways, (vii) keep providing the services and maintain all portions of performing the Premises maintenance work set forth in a clean Section 4.2 and orderly condition, free of accumulation of dirt, rubbish, and other debrisArticle 7 hereof, and (viiii) performing necessary repairs and replacements to maintain the watertight integrity of the Building, including but not limited to the roof, exterior wall, windows and skylights. Landlord shall also maintain, repair and replace electronicthe HVAC, phone life/safety, plumbing, electrical and data cabling and related mechanical equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge it shall be in addition good operating condition throughout the Term, reasonable wear and tear excepted. Landlord shall make all of such repairs and replacements necessary to maintain the foregoing in good condition and working order and in compliance with all other items of Rent payable by Tenant laws and all costs and expenses under this Lease. Such charge Section 5.1.3 shall be estimated chargeable to Tenant to the extent provided by to the provisions of Section 4.2, except that Landlord on an annual basis shall be responsible at its sole cost and expense (except if relating to Tenant’s negligence and misuse, in which case the same shall be at Tenant’s cost and expense, subject to Section 10.13), to repair, maintain and replace throughout the Term the Building structure, including the footings, foundation and columns. All other repairs and maintenance reasonably required within the Premises, except as specifically otherwise provided for herein, shall be the responsibility of Tenant. In the event that Tenant shall pay gives notice to Landlord 1/12 of such estimate on a monthly basis with other items of Rentcondition which Tenant believes requires Landlord’s repairs or a condition which, with the amounts paid and the amount of the cost reconciled if left uncorrected, will necessitate Landlord’s repair, then, in accordance with the procedure set forth in terms of this Section 5(a)(iii).5.1.3, Landlord shall respond promptly to investigate such condition, and, if such repairs are Landlord’s obligation hereunder, Landlord shall commence promptly to repair same and to diligently complete said repair. Tenant agrees during the Term to provide Landlord notice as soon as reasonably possible of any condition within the Premises known to Tenant which might require, or if left uncorrected will necessitate, Landlord’s repair pursuant to this Section 5.1.3. Tenant shall have the right to require, at reasonable times and with reasonable advance notice, a representative of Landlord to inspect the Premises for repairs which may be the responsibility of Landlord;

Repairs. (a) From and after The Tenant agrees to maintain the commencement of and Premises in good repair during the Term, and except as set forth in term of this Lease, Tenant shall, at its own cost expense, including the floors, walls, ceiling, interior or exterior doors, inside plumbing, all heating, ventilating, air conditioning and expense: other equipment and fixtures installed by the Landlord. Tenant agrees that it will at its own expense repair, maintain and replace when necessary all equipment (i) including but not limited to heating and air conditioning, doors and/or door closures), fixtures, windows and floor coverings and that it will redecorate the Premises when necessary. Tenant agrees that it will have done at its own expense any work for or about the Premises resulting from or associated with Tenant's occupancy which may be required by law or regulation or lawful authority. Landlord agrees within a reasonable time after receipt of written notice from the Tenant to make interior non-structural repairs, replacements and renewals all repairs reasonably necessary to keep the structural portion of the Premises and roof, including gutters and all downspouts, subject to Paragraph 16. The Tenant also agrees, at his own expense, to repair any damage to the common areas and facilities (defined in as good conditionParagraph 7) caused by the operation of its business or by the actions of its employees, order agents or invitees on or about the Premises, the Building, Land or the common areas and repair as facilities, including, without limitation, any damage to the same are parking areas caused by the operation (including without limitation, the driving, loading or unloading) of delivery vans, trucks, carts or vehicles of any sort servicing Tenant's business or the Premises. The Tenant also agrees at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation his own expense to keep in effect during the Premises in good order, repair term of this Lease and condition), any extension or renewal thereof a full service contract (iipreventative maintenance ) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of on the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units equipment with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed licensed contractor approved by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice which approval shall not be required if there is an emergency), unreasonably withheld. Tenant agrees to provide Landlord may make the repairs, and Tenant shall pay the reasonable cost with a copy of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Maintenance contract upon request.

Repairs. (a) From and after Except to the commencement of and during extent that Landlord has the Term, and except as set forth in this Leaseobligation to ------- rebuild pursuant to Paragraph 12 hereof, Tenant shallwill, subject to Paragraph 11.A., at its Tenant's own cost expense, perform any maintenance, repairs and expense: replacements of the Premises that are (i) make interior non-structural repairscaused by the neglect or misuse of Tenant, replacements and renewals necessary its employees, contractors, agents, invitees or licensees, or (ii) required to keep the Premises in as good conditionfloors, order ceilings, walls, partitions, and repair as the same are at the commencement other interior portions of the Term or thereafter may be putPremises which are not a part of the Building's shared systems in good repair and tenantable condition, reasonable wear and use tear excepted. If the Tenant does not commence any such required maintenance, repair or replacement within ten (10) days of the request of Landlord to do so, or if after such commencement, Tenant does not thereafter diligently pursue same to completion, Landlord may, but need not, make such repairs and damage by fire or other casualty only excepted replacements, and Tenant shall pay Landlord the cost thereof. Landlord, as an Operating Expense (it being understoodexcept as otherwise provided in Paragraph 5), howevershall keep and maintain the Building and its fixtures, that appurtenances, systems and facilities serving the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises Premises, in good working order, condition and repair and condition)shall make all repairs, structural and otherwise, interior and exterior, as and when needed in or about the Building and the Premises, except for those repairs for which Tenant is responsible pursuant to any other provisions of this Lease. Without limiting the generality of the foregoing, Landlord shall repair and maintain, and if necessary, replace (i) building structure, foundation, roof, gutters, exterior walls, window coverings, windows, and all other exterior and structural parts of the Building, (ii) halls, stairways and entry ways, elevators and common passageways and all other common areas of the Building, (iii) elevator lobbies and restrooms on each floor of the Premises (provided Tenant has not hired its own janitorial contractor to perform routine maintenance, such repair and replacement maintenance), and (except for replacement to be performed by Landlord as described belowiv) all elements of the plumbing system, the sprinkler system, the light fixtures and electrical distribution system, the heating, ventilating and air conditioning units exclusively servicing system and any other of the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities Building's shared systems located within the Premises, including, without limitation, those . Nothing contained in this Paragraph 8 shall require Landlord to paint or decorate the Premises. If the Landlord does not commence any required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintainmaintenance, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord replacement within thirty (30) days of the request of Tenant to do so (or in cases of emergency within twenty-four (24) hours after receipt of an invoicenotice), or if after such commencement, Landlord does not thereafter diligently pursue same to completion, Tenant may, but need not, make such repairs and replacements, and Landlord shall pay Tenant the cost thereof within ten (10) days after notice given from Tenant to Landlord specifying such costs. Notwithstanding that Tenant is responsible for HVAC Units Except as set forth expressly otherwise provided in Section 10(a)(ii) abovethis Lease, Landlord shall perform said responsibilities on behalf have no liability to Tenant by reason of Tenant and shall directly charge Tenant for the costs thereofany inconvenience, annoyance, interruption or injury to business arising from Landlord's making any repairs or changes which charge shall be in addition to all other items of Rent payable Landlord is required or permitted by Tenant under this Lease. Such charge shall be estimated , or required by Landlord on an annual basis and Tenant shall pay law, to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount make in or to any portion of the cost reconciled Building or the Premises, or in accordance or to the fixtures, equipment or appurtenances of the Building or the Premises, provided that Landlord shall use due diligence with respect thereto. In case of repairs or changes which are made within the procedure set forth Premises, unless such repairs, renewals or improvements can be made during business hours without material interference with Tenant's business operations, Landlord shall make such repairs, alterations, or replacements during non-business hours, except in Section 5(a)(iii)the event of an emergency.

Repairs. (a) From Landlord shall make all interior, exterior and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep excluding such repairs necessitated by the Premises in as good conditionnegligence or improper conduct of Tenant or its invitees, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine but including maintenance, repair and or replacement (except for replacement to be performed by Landlord as described below) of the heatingroof, ventilating windows and window glass, replacement of light bulbs and fluorescent lamps, elevators, plumbing, and electrical, heating and air conditioning units exclusively servicing systems, common areas, removal of graffiti from the Premises (exterior and interior of the “HVAC Units”) and shall maintain a service contract for Building and/or the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Demised Premises, includingand all repairs needed because of Landlord’s negligence or because of defective materials or workmanship in the construction and/or improvement of the Demised Premises or of the Building of which they are a part. Landlord shall repair and maintain any sidewalks, without limitation, those required to plumbing, mechanical curbs and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection passageways adjoining and/or appurtenant to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Demised Premises in a good, clean and orderly condition, free of accumulation of dirt, rubbish, snow, ice and unlawful obstruction. In the event Landlord fails to fulfill its obligations, Tenant may, in addition to its other debrisremedies, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed give written notice to Landlord specifying the repairs required by or for the exclusive benefit of Tenant and located Landlord shall commence performance of such work within five (5) business days after the giving of such notice and diligently proceed to complete said work. In the event Landlord fails to so commence or diligently proceed in a continuous manner to complete said work after said written notice, Tenant, in addition to any other remedy it may have, (i) may, as agent of Landlord, perform the Premises same and other portions deduct the cost thereof from any rent due or that may become due and payable under this Lease, or (ii) withhold an amount of rent equal to 133% of the Building. If reasonable cost of such repairs as reasonably determined by Tenant fails to make any until Landlord performs such repairs to the Premises reasonable satisfaction of Tenant, at which time any amounts so withheld shall be promptly paid to Landlord. Anything to the contrary notwithstanding, in the event the repairs to be performed by the Landlord are required to correct a hazardous condition or to end an emergency which renders the premises unsuitable for more than the use set forth herein, Tenant shall give Landlord, its agent, superintendent or the person designated to receive such notice, immediate notice in writing, personally or by certified mail, and Landlord, shall commence the repairs by the next business day after receipt of such notice (the making of necessary telephone calls being deemed commencement) and diligently proceed in a continuous manner to complete said work. In the event Landlord fails to commence and complete said work after said notice, as aforesaid, Tenant (i) may, as agent for the Landlord, perform same and deduct the reasonable cost thereof from any rent due or that may become due and payable under this Lease, (ii) may withhold an amount of rent equal to 133% of the reasonable cost of such repairs as reasonably determined by Tenant until Landlord performs such repairs to the reasonable satisfaction of Tenant at which time any amounts so withheld shall be promptly paid to Landlord, or (iii) may give Landlord a second notice (the “Second Notice”) of said default to Landlord. Furthermore, in the event Tenant provides a Second Notice to Landlord of Landlord’s default under this Article and Landlord thereafter fails to commence to cure and diligently proceed with continuity to cure said default within fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency following receipt of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairsSecond Notice, and Tenant shall pay the reasonable cost as a result of Landlord’s failure, (a) one third (1/3) of the repairs to Landlord within thirty Demised Premises is rendered unusable for business purposes and (30b) Tenant vacates said portion of the Demised Premises, then Tenant may terminate this Lease on twenty (20) days after receipt of an invoicewritten notice to Landlord. Notwithstanding that In the event Tenant is responsible for HVAC Units unable to use any part or all of the Demised Premises because of Landlord’s failure to timely perform such work as set forth in Section 10(a)(ii) abovethe two preceding paragraphs hereof, Landlord the rent shall perform said responsibilities on behalf of be reduced, during such period, proportionately to the diminution in space resulting from such failure. In the event Tenant and shall directly charge Tenant may still be able to use the Demised Premises for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure purposes set forth in Section 5(a)(iii)the Lease but Landlord’s failure to timely make repairs or provide services adversely affects Tenant’s operations within the Demised Premises in a material manner, Tenant shall be entitled, during such period, to a bona fide equitable reduction in rent. Tenant may make such ordinary and nonstructural interior repairs as it deems necessary for its occupancy.

Repairs. (a) From and after the commencement Landlord’s obligation with respect to repair as part of and during the TermBasic Services (as hereinafter defined) shall be limited to, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use Landlord shall not relieve Tenant from the obligation to keep the Premises maintain in good order, repair condition and condition)repair, (i) the structural portions of the Building, including the structural floor slabs and columns, (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) the exterior walls of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesBuilding, including, without limitation, those required to plumbingglass and glazing, mechanical and electrical systems exclusively serving (iii) the Premises up to and including the tie-in or point of connection to the Building systemsroof, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make mechanical (including Building standard HVAC and elevators), electrical, plumbing and life safety systems [except for any lavatory, shower, toilet, wash basin and kitchen facilities within the Premises, that serve Tenant exclusively, any supplemental heating and air conditioning systems that serve Tenant exclusively (including all plumbing connected to said facilities or systems) and any other repairs, replacements and renewals which are required due to the negligence improvements installed or willful misconduct constructed by or on behalf of Tenant, (v) keep and maintain all portions Tenant outside of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debrisaccordance with this Lease], and (viv) maintain, Common Areas. Landlord shall not be deemed to have breached any obligation with respect to the condition of any part of the Property unless Tenant has given to Landlord written notice of any required repair and replace electronicLandlord has not made such repair within a reasonable time following the receipt by Landlord of such notice; provided, phone and data cabling and related equipment (collectivelyhowever, “Cable”) that no such notice is installed by or required for the exclusive benefit routine and/or scheduled maintenance of Tenant and located in the Premises building systems and other portions of the Buildingitems requiring same. If Tenant fails to make any repairs to the Premises for more than fifteen The foregoing notwithstanding: (15i) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice Landlord shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost to repair damage to any of the repairs foregoing to the extent caused by the acts or omissions of Tenant or it agents, employees or contractors, except to the extent covered by insurance carried by Landlord; and (ii) the obligations of Landlord within thirty (30) days after receipt pertaining to damage or destruction by casualty shall be governed by the provisions of an invoiceParagraph 9. Notwithstanding Landlord shall have the right but not the obligation to undertake work of repair that Tenant is responsible required to perform under this Lease and that Tenant fails or refuses to perform in a timely and efficient manner and such failure continues following ten (10) days written notice from Landlord. All reasonable costs incurred by Landlord in performing any such repair for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf the account of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be repaid by Tenant to Landlord upon demand, together with an administration fee equal to **** percent (*%) of such costs. Except as expressly provided in addition to all other items Paragraph 9 of this Lease, there shall be no abatement of Rent payable and no liability of Landlord by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay reason of any injury to Landlord 1/12 or interference with Tenant’s business arising from the making of such estimate on a monthly basis with other items of Rentany repairs, with the amounts paid and the amount alterations or improvements in or to any portion of the cost reconciled Premises, the Building or the Centre. Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its Tenant's own cost expense, keep the Premises, including without limitation the maintenance and expense: repair of all glass panels and partitions, interior lavatories, showers, toilets, basins, kitchen facilities, kitchen appliances and HVAC systems including each of their respective mechanical, plumbing and electrical connections (i) make interior whether such systems or facilities are fully contained in the Premises, or exist outside the Premises, but were fully installed or are maintained to exclusively serve the Premises), including all non-structural repairsimprovements, replacements fixtures and renewals necessary to keep furnishings therein, and the floor or floors of the Building on which the Premises in as good conditionare located, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenanceincluding any removal of Hazardous Material, if any, associated with such repairs, however, ordinary wear and tear during the Term shall be excepted. 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 replacement (replace or repair all damaged, broken, or worn fixtures and appurtenances, except for replacement 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, 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 performed 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. Landlord shall not be liable for damage that may be sustained by Landlord as described below) the person, goods, wares, merchandise or property of the heatingTenant, ventilating and air conditioning units exclusively servicing its employees, invitees, customers, agents, or contractors, or any other person in, on or about the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; directly or indirectly caused by or resulting from any cause whatsoever, including, but not limited to, fire, steam, electricity, gas, water, or rain which may leak or flow from or into any part of all other utilities within the Premises, includingor from the breakage, without limitationleakage, those required to obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning, light fixtures, or mechanical and or electrical systems exclusively serving systems, or from intrabuilding cabling or wiring, whether such damage or injury results from conditions arising upon the Premises up or upon other portions of the Project or from other sources or places and regardless of whether the cause of such damage or injury or the means of repairing the same is inaccessible to and including Tenant. Notwithstanding the tie-in or point of connection foregoing, Landlord shall be responsible for repairs to the Building systemsexterior walls, but excluding fire safety foundation and roof of the Building, the structural portions of the floors of the Building, and the systems and of the Building, except to the extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant; provided, (v) keep and maintain all portions of the Premises in a clean and orderly conditionhowever, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any if such repairs are due to the Premises for more than fifteen (15) days after notice from negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, or such other reasonable time given the nature and urgency of the repair (although notice Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required if there is an emergency)to, enter the Premises at all reasonable times 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 make the repairs, be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and Tenant shall pay the reasonable cost all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth California Civil Code or under any similar law, statute, or ordinance now or hereafter in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. Section 9.1 Except for ordinary wear and tear and except as otherwise provided in Section 9.2, Landlord shall perform all maintenance and make all repairs and replacements to the Premises. Tenant shall pay to Landlord the actual cost (including a fee equal to five percent (5%) of actual costs for overhead and for supervision by Landlord's agent or manager (the "Supervision Fee") for (a) From all maintenance, repairs and after replacements within the commencement Premises (including the Tenant Improvements), other than (i) subject to Section 14.4, repairs and replacements necessitated by the Landlord's or its agents, employees, contractors, invitees or licensees willful misconduct, gross negligence, active negligence, or negligence, excluding, however, negligent acts or omissions for which Landlord has no knowledge or is deemed to have had imputed knowledge, to the extent the cost thereof is not collectible under Tenant's insurance, or, if Tenant is not carrying all of and during the Terminsurance described in Section 14.1A, to the extent such cost would not be covered by the insurance described in Section 14.1A, if the same were in effect, and (ii) maintenance, repairs and replacements to the Building Systems (ie, the HVAC, electrical, sprinkler, plumbing, life-safety and telephone systems) located within or exclusively serving the Premises; (b) subject to Section 14.4, all repairs and replacements necessitated by damage to the Project (including the Building structure and the Building Systems within or exclusively serving the Premises) caused by the willful misconduct, gross negligence, active negligence, or negligence (excluding negligent acts or omissions for which Tenant had no knowledge or was deemed to have had imputed knowledge) of Tenant or its agents, contractors, invitees and licensees. Amounts payable by Tenant pursuant to this Section 9.1 shall be Additional Rent hereunder and payable on demand after receipt of an invoice therefor from Landlord. Landlord has no obligation 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, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use . In no event shall not relieve Tenant from the Landlord have any obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and or replace electronicany furniture, phone and data cabling and related equipment (collectivelyfurnishings, “Cable”) that is installed by fixtures or for personal property of Tenant. Tenant hereby waives the exclusive benefit provisions of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergencyCalifornia Civil Code Sections 1932(1), Landlord may make the repairs1941 and 1942 and of any similar law, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth statute or ordinance now or hereafter in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. The Landlord shall, subject to the provisions of (aS)6 aforesaid and the third paragraph of this section, and during the term of the Lease, maintain and make all necessary repairs and replacements of a capital nature to the roof, foundations, beams, girders, and other structural elements of the Building, including parking lots and walkways, all other common areas and facilities and exterior walls of the Premises only (exclusive of signs which may be installed by the Tenant). However, the Landlord shall have no obligation to repair any damage resulting directly from negligent acts of the Tenant, its agents, employees, contractors, and invitees unless covered by Landlord's insurance policy. The Landlord shall be responsible for ordinary repairs to the roof so that the roof is maintained in the same condition as exists on the Commencement Date of the Lease. However, should the Tenant install any equipment on the roof which penetrates the membrane, as a consequence of which, damage to the roof is caused, the Tenant shall be liable to repair any such damage caused by installation of its equipment. In connection herewith, the Landlord represents (i) The Property shall be maintained consistent with generally accepted practices associated with a first class research and development building, (ii) it shall provide snow plowing for the parking areas, (iii) it shall remove snow and ice from walkways and (iv) it shall provide landscaping services so that the Property is maintained in a neat and clean condition. From and after the commencement of and during the Term, and except as set forth in this Lease, the Tenant shall, at its own cost and expense: (i) make interior all other non-structural repairs, replacements interior and renewals exterior, necessary to keep the Premises Premises, including all electrical, mechanical, heating, ventilating and air conditioning (including any roof top unit), plumbing (other than in common areas) and other building systems [excluding sewer and gas systems, common building systems and all capital repairs and replacements] serving the Premises, in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and use, damage by fire or other casualty caused by the Landlord and repairs which are expressly the obligation of the Landlord hereunder only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve the Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except . Landlord shall be responsible for replacement all replacements of a capital nature to be performed by Landlord as described below) of the heating, ventilating and existing base building air conditioning units exclusively servicing and other existing base building systems. Notwithstanding the Premises (same, the “HVAC Units”) and Tenant shall maintain a service contract be liable to pay the Landlord the cost of such replacements according to the following: The Tenant shall be assessed for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; capital improvements described aforesaid based on an amortization calculated at the useful life of all other utilities within that improvement. Thereupon, the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay to the reasonable cost Landlord, as Additional Rent under (S)6, each month during the remaining Term of the Lease a portion of said cost, based upon said amortization period. As an example, if a replacement of a capital nature to the air conditioning or other building systems is made at the conclusion of the third (3rd) Year of the Term as defined in (S)4, the Tenant would be required to reimburse the Landlord with interest at the rate of Ten (10%) percent, the cost incurred for the replacement of the applicable system, calculated at the useful life of the improvement, for each month during the remainder of the Term or Option 1 and Option 2, if applicable under (S)29 hereafter. In no event, however, shall the Tenant be assessed a reimbursement to the Landlord for the costs of the replacements for the air conditioning and other building systems beyond the Term of the Lease or applicable Option period. Notwithstanding anything to the contrary as contained in this Paragraph, the Landlord shall be solely and exclusively liable for all repairs and replacements which are capital in nature, subject to reimbursement by the tenant as provided for above. If the Landlord shall fail to cure any default by the Landlord in its obligations under this (S)10, within thirty (30) days after receipt notice from the Tenant to the Landlord of an invoice. Notwithstanding that such default (or, in the event of imminent danger of injury to persons or damage to property, immediately after telephone notice of such default) or to commence such cure and diligently prosecute the same to completion, in the absence of any Terminable Default on the part of the Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovehereunder, Landlord shall perform said responsibilities on behalf of the Tenant and shall directly charge Tenant may, at its option, cure for the costs thereofLandlord's account such default as was specified in such notice, in which charge shall be in addition to all other items of event the Tenant may offset against the Basic Rent payable by Tenant next accruing under this Lease. Such charge shall be estimated by Landlord on an annual basis , cumulatively until exhausted, the reasonable costs and Tenant shall pay to Landlord 1/12 expenses it can demonstrate were incurred in good faith in the cure of such estimate on a monthly basis with other items of Rentdefault plus interest thereon at the Lease Interest Rate, with the amounts paid and but in no event shall any such offset reduce the amount of Basic Rent payable in any month below the cost reconciled in accordance with amount from time to time necessary for the procedure set forth in Section 5(a)(iii)Landlord to make payment of principal, interest and other expenses payable under any first mortgage perfected against the Premises, including any real estate taxes or other expenses which are or could become a lien upon the Premises, except to the extent such taxes and other expenses are actually paid by the Tenant.

Repairs. (aA) From Except for damage covered under Article 10 and after Landlord’s responsibility to maintain the commencement structural components of and during the Term, and except as set forth in this LeasePremises, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good orderand sanitary condition, working order and repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those carpet, wall-covering, doors, plumbing and other fixtures, equipment, alterations and improvements whether installed by Landlord or Tenant). In the event that any repairs, maintenance or replacements are required for any item for which Tenant is responsible for under the Lease, Tenant shall promptly arrange for the same either through Landlord for such reasonable charges as Landlord may from time to plumbingtime establish, mechanical or such contractors as Landlord generally uses at the Complex or at the Building or such other contractors as Landlord shall first approve in writing, and electrical systems exclusively serving in a first class, workmanlike manner approved by Landlord in advance in writing. If Tenant does not promptly make such arrangements after five (5) business days prior written notice to Tenant, Landlord may, but need not, make such repairs, maintenance and replacements, and the Premises up to and including the tie-costs paid or incurred by Landlord therefor shall be reimbursed by Tenant as Rent within five (5) business days after request by Landlord (together with a service charge for Landlord’s administrative services, in or point of connection an amount equal to the charge customarily assessed by Landlord to other tenants of the Building systemsfor similar work, but excluding fire safety systems provided such as sprinklers, smoke detectors and fire alarm systems; charge shall in no event exceed fifteen percent (iv15%) make all other of the actual cost to Landlord of such work). Except for repairs, maintenance and replacements and renewals which are required due to areas of the Building or the Complex outside the Premises, caused, in whole or in part, as a result of (a) moving any furniture, fixtures, or other property to or from the Premises, or by Tenant or its employees, agents, invitees, licensees, subtenants, visitors or contractors, or (b) the negligence or willful misconduct of TenantTenant or its employees, (v) agents, invitees, licensees, subtenants, visitors or contractors, or for damage covered under Article 10, Landlord shall, at its sole cost and expense, keep and maintain all portions the structure of the Premises Premises, Building and Complex and Common Areas (as defined in Article 24) of the Building and Complex and the Systems and Equipment in a clean and orderly good and sanitary condition, free first-class working order and repair and in compliance with applicable Law (the cost of accumulation which shall be included in Operating Expenses, as described in Article 24, except as limited therein). Notwithstanding anything to the contrary, the cost of dirt, rubbishall repairs, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or maintenance for the exclusive benefit structural components of Tenant the Premises, Building and located in Complex as well as the mechanical systems servicing the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord passed through as Operating Expenses except as may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant otherwise expressly permitted under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).

Repairs. (a) From and after the commencement of and during the Term, and except Except as set forth otherwise provided in this Lease, within a reasonable time after Landlord receives written notice from Tenant shallof the necessity thereof, at its own cost Landlord will repair the roof, structural portions and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep exterior of the Premises in as good condition(exclusive of doors, order plate glass or entrances which shall be maintained and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage repaired by fire or other casualty only excepted (it being understoodTenant); provided, however, that Tenant, not Landlord, shall at Tenant's sole cost and expense make all repairs and replacements necessitated by reason of (a) the foregoing exception for reasonable wear neglect, fault or default of Tenant, or Tenant's agents, employees, contractors, invitees, or customers and use (b) the structural and exterior work done or installed by Tenant. Further, and notwithstanding anything in this Lease to the contrary, Tenant shall make all repairs and replacements to the property which Landlord is required to maintain which are required as the result of repairs, alterations, other improvements or installations made by Tenant or any occupant of the Premises or the agents of any of them. All maintenance, repairs and replacements to the Premises not relieve Tenant from specifically the obligation of Landlord under this Lease shall be made by Tenant. Tenant, at Tenant's expense, shall make all repairs and replacements to keep and maintain the interior of the Premises in good ordercondition and repair, repair and condition)including, (ii) perform routine maintenancebut not limited to, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and electrical, air conditioning units exclusively servicing (whether located within or without the Premises (the “HVAC Units”) Premises), sprinkler and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within mechanical installations serving the Premises, including, without limitation, those required to plumbing, mechanical the plumbing and electrical sewer systems exclusively serving the Premises up to Premises, the exterior and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all interior portions of the Premises in a clean all doors including door checks and orderly condition, free of accumulation of dirt, rubbishhardware, and other debrisall windows, frames and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, glass; and Tenant shall pay promptly replace all broken and cracked glass. Any replacements Tenant is required to make under this Lease shall be of equal or better quality, type and style as the reasonable cost item being replaced. Tenant shall be responsible for all painting and decorating of the repairs to Landlord within thirty (30) days after receipt of an invoicePremises. Notwithstanding that Tenant is responsible for HVAC Units as set forth will maintain and keep in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant good condition and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).repair all

Repairs. (a) From 12.1 Tenant shall take good care of the Demised Premises and after the commencement of fixtures and during the Term, appurtenances therein and except as set forth in this Lease, Tenant shall, at its own sole cost and expense: (i) expense make interior all non-structural repairs, replacements repairs thereto as and renewals necessary when needed to keep the Premises preserve them in as good condition, working order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, condition. Tenant acknowledges that the foregoing exception for reasonable wear and use shall not relieve Tenant from the such obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, includingapplies to, without limitation, those required (u) core toilet rooms (including all fixtures therein) that are located on full floors of the Office Space, (v) subject to plumbingthe terms of Articles 6 and 37 hereof, mechanical Tenant’s Insurable Property, (w) all systems (other than Building systems) serving the Demised Premises to the extent the same are located in and electrical systems exclusively serve the Demised Premises, including any Supplemental Air-Conditioning System, (x) any security system serving the Premises up to installed at any time during the term by or on behalf of Tenant (it being agreed that Tenant shall be responsible for any monthly maintenance fee payable in connection therewith) and including (y) any system (other than a Building system) located outside of the tie-in or point of connection Demised Premises to the Building systemsextent it exclusively serves the Demises Premises. Subject to the terms of Section 17.3 hereof, but excluding fire safety systems such as sprinklersall damage or injury to the Demised Premises, smoke detectors whether structural or non-structural, and fire alarm systems; (iv) make all other repairsto its fixtures, replacements glass, appurtenances and renewals which are required due equipment or to the Building, or to its fixtures, glass, appurtenances and equipment caused by the negligence or willful misconduct of Tenant, (v) keep its servants, employees, agents, visitors or licensees, shall be repaired, restored or replaced promptly by Tenant at its sole cost and maintain all portions expense to the reasonable satisfaction of Landlord. All aforesaid repairs, restorations and replacements shall be in quality and class equal to the Premises original work or installations and shall be done in a clean good and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Buildingworkmanlike manner. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, restorations or replacements beyond any applicable notice and Tenant shall pay cure periods, same may be made by Landlord at the reasonable cost expense of the repairs to Tenant and all out-of-pocket sums so spent and expenses incurred by Landlord shall be collectible as additional rent and shall be paid by Tenant within thirty (30) days after receipt rendition of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).xxxx or statement

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (a) From as opposed to roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, men’s and during the Termwomen’s washrooms, Building mechanical, electrical and telephone closets, and except as set forth 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 Project Common Areas. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to 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 qualified and conditioned will hereinafter be defined as the “BS/BS Exception”). Tenant shall, at its Tenant’s own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition)condition at all times during the Lease Term, (ii) perform routine maintenancebut 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 and replacement (except for replacement all damage to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (and replace or repair all damaged, broken, or worn fixtures and appurtenances, but such obligation shall not extend to the “HVAC Units”) Building Structure and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; Building Systems except pursuant to the BS/BS Exception, and/or (iii) perform routine maintenance for damage caused by ordinary wear and repair; of all other utilities within tear or beyond the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct reasonable control of Tenant; provided however, (v) keep and maintain all portions of the Premises in a clean and orderly conditionthat, free of accumulation of dirtat Landlord’s option, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for more than fifteen Tenant and Tenant’s failure to repair within five (155) days after notice from Landlordthereafter, or but need not, make such other reasonable time given the nature repairs and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairsreplacements, 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, and to be reasonably consistent with similar percentages paid for such services by tenant in the Comparable Buildings) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses paid to third parties 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 Premises at all reasonable times 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 within thirty shall desire or deem necessary or as Landlord may *** Confidential portions of this document have been redacted and filed separately with the Commission. be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (30i) days after receipt 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 an invoice. Notwithstanding that Tenant is responsible for HVAC Units hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as set forth in Section 10(a)(iinot 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 perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, LESSEE shall at its own cost sole cost, keep and expense: maintain the Leased Premises and appurtenances and every part thereof, (i) make except air conditioning equipment, exterior walls and roofs, which LESSOR agrees to repair), including windows and skylights, doors, any store front and the interior non-structural repairsfor the Leased Premises, replacements in good condition and renewals necessary to repair and in clean arid sanitary condition and repair, free from obnoxious odors. LESSEE shall at its sole cost, keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Leased Premises in good order, condition and repair and condition)furnish all expendables (light bulbs, (iietc.) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) used in the Leased Premises during the term or extended term of the heating, ventilating and air conditioning units exclusively servicing Lease. LESSEE agrees to allow access to LESSOR upon the Leased Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units purpose of making reasonable repairs, alterations or remodeling at reasonable times for any portion of the BUILDING and waives any claim for damages for interference or interruption with a reputable HVAC service provider; (iii) perform routine LESSEE'S operation of the premises by reason of repairs, alterations or remodeling undertaken by LESSOR anywhere in the BUILDING. LESSOR agrees to use all reasonable diligence in completing any of such repairs, alterations or remodeling. LESSEE further agrees to pay all maintenance and repair; repair costs resulting from its negligence, or the negligence of all other utilities within its agents or employees, or as required under this paragraph. LESSEE SHALL BE RESPONSIBLE FOR ALL ELECTRICAL AND PLUMBING REPAIRS WITHIN THE INTERIOR OF LESSEE'S PREMISES AND/OR AS A RESULTOF LESSEE'S MISUSE AND/OR NEGLIGENCE. LESSOR SHALL BE RESPONSIBLE FOR ANY OTHER PLUMBING OR ELECTRICAL REPAIRS WITHIN THE WALLS OF THE PREMISES. LESSOR'S RIGHTS. In the Premisesevent LESSEE fails to perform LESSEE'S obligations under this Section 12,LESSOR shall give LESSEE notice, includingin compliance with Section 30 of the lease, without limitation, those of such acts as are reasonably required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Buildingfulfill LESSEE'S maintenance obligations hereunder. If Tenant LESSEE fails to make any repairs to commence the Premises for more than fifteen (15) work within15 days after notice and diligently prosecute the work to completion, then LESSOR shall have the right (but not the obligation) to do such acts or expend such funds at the expense of LESSEE as reasonably required to perform such work. Any amount so expended by LESSOR shall be paid by LESSEE to LESSOR promptly after demand, with interest at the rate of 10% per annum from Landlordthe date of expenditure by LESSOR. LESSOR shall have no liability to LESSEE for any damage to, or such other reasonable time given the nature and urgency interference with LESSEE'S use of the repair (although notice shall not be required if there is an emergency)Leased Premises, Landlord may make the repairs, and Tenant shall pay the reasonable cost or inconvenience to LESSEE as a result of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of performing any such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)work.

Repairs. (a) From 7.1 Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures, equipment, window coverings, and after the commencement of furnishings therein, in good order, repair and condition at all times during the Lease Term, and except as set forth in this Lease, . Tenant shall, at its own expense, provide janitorial services for the Premises. 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 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 (to be uniformly established for the Building) 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. Once Tenant is leasing the entire Premises and is the sole Tenant in the Building, Tenant shall pay, at Tenant’s sole cost and expense: , the entire cost of maintaining and repairing the HVAC system serving the Premises. Tenant shall continuously maintain, at Tenant’s sole cost and expense, maintenance contracts for such HVAC system, using maintenance contract forms and with companies reasonably approved by Landlord. Tenant shall provide copies of such contracts when they are entered into, and within fifteen (i15) make interior non-structural repairsdays after such contracts are modified or renewed, replacements and renewals necessary at other times upon Landlord’s request. Landlord shall be responsible for repairs to keep the Premises in as good conditionexterior walls, order foundation and repair as the same are at the commencement roof of the Term or thereafter may be putBuilding, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) structural portions of the heatingfloors of the Building, ventilating and air conditioning units exclusively servicing the Premises systems and equipment of the Building (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, including without limitation, those required to plumbingthe HVAC system, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection except for Tenant’s HVAC obligations as set forth above), except to the Building systems, but excluding fire safety systems extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant; provided, (v) keep and maintain all portions of the Premises in a clean and orderly conditionhowever, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any if such repairs are due to the Premises for more than fifteen (15) days after notice from negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant’s expense, or, if covered by Landlord’s insurance, or such other reasonable time given the nature and urgency of the repair (although notice Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required if there is an emergency)to, enter the Premises at all reasonable times to make such repairs, alterations, improvements and additions to the Premises or to the Building or to any equipment located in the Building as Landlord shall desire or deem necessary or as Landlord may make the 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 Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(iiiii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Premises.

Repairs. (a) From and after the commencement of and Landlord shall at all times during the TermLease Term maintain in good condition and 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 except the Base Building mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems installed or furnished by Landlord (collectively, the "Building Systems"). Except as specifically set forth in this LeaseLease 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 its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures, equipment, interior window coverings, and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises is located, in good order, repair and condition)condition at all times during the Lease Term; provided that if Landlord fails to deliver possession of the Phase 1 Premises to Tenant on the Lease Commencement Date, (ii) perform routine maintenanceTenant shall have no repair or maintenance obligations with respect to the Phase 1 Premises until such delivery occurs. 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 replacement (replace or repair all damaged, broken, or worn fixtures and appurtenances, except for replacement 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 ten (10) 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 performed by uniformly established for the Building and/or the Project) sufficient to reimburse Landlord as described below) 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. Notwithstanding the foregoing, Landlord shall be responsible for keeping in good condition the exterior walls, foundation and roof of the heatingBuilding, ventilating the structural portions of the floors of the Building, and air conditioning units exclusively servicing the Premises (systems and equipment of the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesBuilding, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection except to the Building systems, but excluding fire safety systems extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant; provided, (v) keep and maintain all portions of the Premises in a clean and orderly conditionhowever, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any if such repairs are due to the Premises for more than fifteen (15) days after notice from negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, or such other reasonable time given the nature and urgency of the repair (although notice Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required if there is an emergency)to, enter the Premises at all reasonable times, following reasonable advance notice, 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 make the 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 Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(iiiii) above, Landlord shall perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. Lessee accepts said premises (aincluding glazing, outside adjacent sidewalks and parking areas, if any) From in their present condition, acknowledging same to be in good order and after repair; Lessee shall maintain the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises said premises in as good condition, order and repair as when received, damage by fire, war, earthquake, or reasonable use wand wear thereof, excepted; unless said fire be caused by the same are at negligence of Lessee, his employees or invitees. Lessee waives the commencement provisions of Sections 1941 and 1942 of the Term California Civil Code, or thereafter may any other law which would permit Lessee to make repairs at Lessor's expense. Lessee agrees to water, maintain and replace, when necessary, any shrubbery, landscaping, 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 building site, the maintenance cost of such parking and landscaping, including sweeping service, by a service designated by Lessor shall be put, reasonable wear and use and damage by fire prorated on a square footage or other casualty only excepted (it being understoodequitable basis as calculated by Lessor. Lessee agrees to pay this cost in addition to the monthly rental. Included in repairs and maintenance for which the Lessee is obligated to pay are: replacement when necessary of light globes, howeverfluorescent tubes, that the foregoing exception ballasts and starters in all lighting equipment; and for reasonable wear repairs to doors, storefronts and use 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 relieve Tenant from limit the obligation to keep general provisions hereof concerning repairs. For the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) duration of the heatinglease, ventilating Lessee agrees to maintain and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain pay for a service contract for which meets the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions manufacturer's recommendations of the Premises in a clean air conditioning and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is heating systems installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Buildingleased premises. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice Lessor shall not be required if there is an emergency), Landlord may make obligated to repair minor settlement cracks on walls or floor of the repairsleased premises, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is not be responsible for HVAC Units the leaking of said walls due thereto or as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf the result of Tenant and shall directly charge Tenant for the costs porosity thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shallThe Landlord, at its own cost and expense, shall: (i) make interior non-structural repairsmaintain the Premises, replacements the Building, and renewals necessary to keep the Premises Common Areas in as good condition, working order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), repair; (ii) perform routine maintenance, repair malce all interior and replacement (except for replacement to be performed by Landlord exterior structural repairs as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) when needed; and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance repair or replace all building materials, fixtures and repairequipment required for the normal use of the Premises by the Tenant. Notwithstanding the above to the contrary, provided that such damage was not caused by the Landlord, its agents, employees or licensees: (i) the Landlord shall not have any obligation to repair any property on the Premises provided or installed by the Tenant which the Landlord shall have the right to require the Tenant to remove from the Premises or any alteration made to the Premises by, for, or at the direction of the Tenant; and (ii) the Tenant shall, without expense to the Landlord, replace all glass broken or damaged by the Tenant in the Premises during the Term with glass of all other utilities within the same kind and quality as that broken or damaged. In addition, the cost of any repairs to the Premises, includingBuilding, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to its Common Areas caused by the negligence or willful misconduct acts of the Tenant or its customers, licensees, agents, servants or employees, other than associated with ordinary wear and tear, shall be borne by the Tenant and shall be reimbursed to the Landlord with the next Rent payment after written demand for reimbursement is made by the landlord. When requested by ·the Tenant, (v) keep and maintain all portions of this written demand for reimbursement shall be accompanied by reasonable supporting documentation. The Tenant's reimbursement obligation shall be limited to those reasonably incurred costs over the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed amounts reimbursed by or for insurance carried by the exclusive benefit of Tenant and located in the Premises and other portions of the BuildingLandlord. If Tenant fails to The Landlord shall make any repairs available to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given Tenant any warranties the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of has received which are applicable to the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible be paid for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for by the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Tenant.

Repairs. Subject to the provisions of Paragraph 5(b) (arelating to Landlord's repairs during Landlord's Warranty Period), Paragraph 6(e) From (relating to compliance with ADA), Paragraph 11 (relating to Landlord's repair obligations), Paragraph 18 (relating to the partial or total destruction of the Premises) and after Paragraph 19 (relating to the commencement condemnation of and during all or a portion of the Term, and except as set forth in this LeasePremises), Tenant shall, at its own Tenant's sole cost and expense: , keep and maintain the Premises and every part thereof, as well as all equipment serving only the Premises, in good order, condition, and repair, (i) make interior non-structural repairswhether or not the need for any such repairs occurs as a result of Tenant's use, replacements any prior use, the elements or the age of the Premises), and renewals necessary to shall keep and maintain the Premises in full compliance with all applicable laws, rules, regulations, ordinances, and directives of all local, regional, state, and federal governmental authorities. Tenant's repair obligations as good conditionset forth herein shall include, order and repair as without limiting the same are at the commencement generality of the Term foregoing, all equipment within or thereafter may be putserving only the Premises such as plumbing, reasonable wear heating, air conditioning, and use ventilating equipment, electrical lighting facilities, fire sprinklers, alarm systems, interior walls, interior ceilings, floors, windows, doors, plate glass, roof membranes, and damage by fire skylights. Tenant's obligations hereunder shall include restorations, replacements, or other casualty only excepted (it being understoodrenewals, howeverif necessary, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation in order to keep and maintain the Premises in good order, condition, and state of repair; provided, however, that Tenant's obligations to repair and condition)to maintain plumbing, (ii) perform heating, air conditioning, and ventilating equipment, electrical lighting facilities, roofing membrane, fire sprinklers, and alarm systems shall extend only to the routine maintenance, repair and replacement (except for replacement maintenance thereof. In addition to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall Tenant's obligation to maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, includingall damage or injury to any other portion of the Project, without limitationincluding both the Common Area and other lease spaces, those required to plumbingcaused by omission, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in neglect, or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct improper conduct of Tenant, (v) keep its employees, agents, subtenants, assignees or invitees shall be repaired promptly by Tenant at its sole cost and maintain all portions of the Premises in a clean and orderly conditionexpense, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from reasonable satisfaction of Landlord, or such other reasonable time given the nature and urgency . In connection with Tenant's performance of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveits obligations under this Paragraph, Landlord shall perform said responsibilities on behalf of Tenant and make available to Tenant, and, if necessary, shall directly charge Tenant for the costs thereofassign to Tenant, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated any warranties held by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate any equipment on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Premises.

Repairs. 7.01. (a) From Tenant shall take good care of the demised premises and after the commencement of fixtures and during the Term, appurtenances therein and except as set forth in this Lease, Tenant shall, at its own sole cost and expense: expense make all repairs thereto as and when needed to preserve the same in good working order and condition. With respect to the Building systems serving the demised premises Tenant shall be responsible for (i) make interior nonrepair and maintenance of Tenant's internal air-structural repairs, replacements and renewals necessary distribution system to keep the Premises in as good condition, order and repair as point at which the same are at connects to the commencement of main distribution duct for the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition)demised premises, (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) maintenance of the heatinginternal electrical system to the panel box serving the demised premises, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine repair and maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical plumbing fixtures and electrical systems exclusively lines in and serving the Premises up to and including the tie-in or point of connection demised premises to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals point at which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of same join the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions main vertical risers of the Building. If All such repairs and maintenance with respect to such Building system shall be performed by Tenant fails to make any repairs at Tenants cost and expense, by contractors and mechanics listed on Landlord's Approved List. Except as otherwise provided in Section 9.05 hereof, all damage or injury to the Premises for more than demised premises and to its fixtures, appurtenances and equipment 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. All damage or injury 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, or in any other manner caused by Tenant, its agents, servants or contractors, shall be repaired, replaced or restored by Landlord at Tenant's cost and expense and such expense shall be collectible as additional rent and shall be paid by Tenant within fifteen (15) days after notice from Landlordrendition of a xxxx therefor. Notwithstanding anything to foregoing contained here, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may Tenant fails to make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord restoration or replacements required under this Section 7.01 within thirty twenty (3020) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovenotice thereof, same may be made by Landlord shall perform said responsibilities on behalf at the expense of Tenant and shall directly charge Tenant for the costs thereof, which charge such expense shall be in addition to all other items of Rent payable collectible as additional rent and shall be paid by Tenant under this Leasewithin 15 days after rendition of a xxxx therefor. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 The exterior walls of such estimate on a monthly basis with other items the Building, the portions of Rentany window xxxxx outside the windows, with the amounts paid and the amount windows are not part of the cost reconciled in accordance with premises demised by this Lease and Landlord reserves all rights to such parts of the procedure set forth in Section 5(a)(iii)Building.

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, exterior walls, roof structure (a) From as opposed to the roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men's and during the Termwomen's washrooms, underground utilities, Building mechanical, electrical and telephone closets, and except as set forth all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, the "Building Structure"), 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 Projects Common Areas. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to repair the Building Structure to the extent any damage thereto is caused due to Tenant's use of the Premises for other than a normal and customary implementation of its Permitted Use, 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 its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition)condition at all times during the Lease Term, (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and but such obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure or Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant's own expense, but excluding fire safety systems such as sprinklers, smoke detectors under the supervision and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions of replace or repair all damaged, broken, or worn fixtures and appurtenances, but such obligation shall not extend to the Building. If Building Structure or Building Systems pursuant to the BS Exception; provided however, that, at Landlord's option, or if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for Tenant and Tenant's failure to repair within five (5) days thereafter (unless more than fifteen five (155) days after notice from Landlordis required to effectuate such repair, or such other reasonable in which case Tenant shall have the time given reasonably required to complete the nature and urgency of repair, so long as Tenant commence the repair during the five (although notice shall not be required if there is an emergency5) day period and diligently completes such repair), Landlord may but need not, make the repairssuch 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, but not to exceed five percent (5%) of the cost of such work) 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. Notwithstanding the BS/BS Exception contained in this Article 7, Tenant may be responsible for certain repairs to the Building Systems and Building Structure to the extent provided for in this Lease, and Landlord within thirty may nevertheless make such repairs at Tenant's expense; provided, however, to the extent the same are covered by Landlord's insurance, Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required to, enter the Premises at all reasonable times 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, except for (30i) days after receipt 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 an invoice. Notwithstanding that Tenant is responsible for HVAC Units hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as set forth in Section 10(a)(iinot 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 perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shallSection 11.01. Tenant, at its own sole cost and expense: (i) , shall take good care of, and make all interior non-structural repairs to the Premises and Building Equipment therein. Tenant shall make and be responsible for all repairs, replacements interior or exterior, structural and renewals necessary otherwise, ordinary or extraordinary, as and when needed to keep preserve the Building, the Premises and the Building Equipment therein in as good working order and condition, order and repair as the same are need for which arises out of (a) the performance of or existence of Improvements made by or at the commencement request of Tenant, (b) the installation, use or operation of Tenant's Property or Fixtures, (c) the moving of Tenant's Property or Fixtures in or out of the Term Building or thereafter may be putthe Premises, reasonable wear and (d) the wrongful acts, omissions, negligence or misuse of or by Tenant or any or its subtenants or any of its or their employees, agents, contractors, licensees or invitees or their use and damage by or occupancy of the Premises (except fire or other casualty only excepted caused by Tenant's negligence, if the fire or other casualty insurance policies insuring Landlord are not invalidated and the rights of Landlord are not adversely affected by this provision) or (it being understoode) Legal Requirements or Insurance Requirements pursuant to the provisions of Section 9.01. Tenant, howeverat its sole cost and expense, that shall promptly replace or repair scratched, damaged or broken doors and interior glass in and about the foregoing exception Premises, shall be responsible for reasonable wear all repairs and use shall not relieve Tenant from the obligation to keep the Premises maintenance of wall and floor coverings in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbingwhere Tenant shall lease an entire floor, mechanical the wall, elevator doors and electrical systems exclusively serving floor coverings in the Premises up to elevator lobby). Tenant promptly and including the tie-at its sole cost and expense, shall make all repairs in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, which it is responsible. All repairs made by or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be made in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, conformity with the amounts paid provisions of Article 10 and the amount of the cost reconciled will be performed in accordance with the procedure set forth in Section 5(a)(iii)a good and workmanlike manner.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shallTenant, at its own cost expense, shall perform all maintenance and expense: repairs (iincluding replacements) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionthat are not Landlord’s express responsibility hereunder, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good ordercondition and repair, reasonable wear and tear excepted. Tenant’s maintenance and repair obligations shall include (a) subject to the second sentence in Section 2.1.2 hereof and conditionSection 3.3.4 of Exhibit B hereto, all leasehold improvements in the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, Landlord may, in the case of an emergency or Tenant Default, at its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 3% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) perform routine maintenancethe Base Building, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; the Common Areas. As used herein, “Base Building” means the structural portions of all other utilities within the Premises, Building (including, without limitation, those required to plumbingthe roof, the roofs membrane and the foundation), together with all mechanical (including HVAC), electrical, plumbing and electrical fire/life-safety systems exclusively serving the Premises up to and including the tie-Building in general, whether located inside or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions outside of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Premises.

Repairs. (a) From Section 9.01. The Tenant shall keep the Demised Premises in good condition and after the commencement of and during the Termrepair, and except shall redecorate, paint and renovate the Demised Premises as set forth may be necessary to keep them in this Leasegood condition and repair and good appearance. The Tenant shall keep the Demised Premises and all parts thereof in a clean and sanitary condition and free from trash, inflammable material and other objectionable matter. Tenant shall, at its own sole cost and expense: (i) make interior non-structural repairs, replacements throughout the Term of this Lease, as extended or renewed, maintain a dumpster for depositing its trash and renewals necessary refuse. Under no circumstances will Tenant store any trash or refuse outside the Structures except in such dumpster. The Tenant shall comply with all of the requirements and recommendations as announced from time to time by the engineering department or any other similar enforcement department of the fire insurance company insuring the Demised Premises or any agencies or departments of the Town of Xxxxxx including by way of example but not limitation the health or fire department. The Tenant shall keep the Premises in as good conditionsidewalks, order parking lot and repair as the same are at the commencement roadways forming part of the Demised Premises clean and free of obstructions, snow and ice. Except as hereinafter in this Lease set forth, throughout the Term or thereafter may be putof this Lease, reasonable wear the Tenant, at its sole cost and use and damage by fire or other casualty only excepted (it being understoodexpense, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in will take good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) care of the Demised Premises including by way of example but not limitation, the tanks, racks, roof, boiler, heating systems, plumbing systems, electrical system and sprinkler, gas fired unit heaters, rooftop heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”"HVAC") units, overhead doors, overhead door openers, exhaust fans, ventilating fans, plumbing fixtures, lights, outlets, electrical panels, exit lights, emergency lights, exterior lighting, fences, landscaping, tree trimming and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishweed removal, and other debris, the sidewalks and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for curbs adjoining the exclusive benefit of Tenant and located in the Demised Premises and other portions of will keep the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature same in good order and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).condition and

Repairs. (a) From Landlord shall make all interior, exterior and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep excluding such repairs necessitated by the Premises in as good conditionnegligence or intentional misconduct of Tenant or Tenant's employees, order and repair as the same are at the commencement of the Term agents or thereafter may be putinvitees, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine but including maintenance, repair and or replacement (except for replacement to be performed by Landlord as described below) of the heatingroof, ventilating windows and air conditioning units exclusively servicing window glass, replacement of light bulbs and fluorescent lamps, plumbing, and elech·ical, HVAC systems, common areas, removal of graffiti from the Premises (exterior and interior of the “HVAC Units”) and shall maintain a service contract for Building and/or the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Demised Premises, includingand all repairs needed because of Landlord's or Landlord's employees or agents negligence, without limitationor because of defective materials or workmanship in the construction and/or improvement of the Demised Premises or of the Building of which they are a paii. Landlord shall repair and maintain any sidewalks, those required to plumbing, mechanical curbs and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection passageways adjoining and/or appmienant to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Demised Premises in a good, clean and orderly condition, free of accumulation of dirtdi1i, rubbish, snow, ice and unlawful obstruction. In the event Landlord fails to fulfill its obligations, Tenant may, in addition to its other debrisremedies, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed give written notice to Landlord specifying the repairs required by or for the exclusive benefit of Tenant and located in the Premises and other portions Landlord shall commence performance of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen such work within five (155) days after the giving of such notice from and diligently proceed to complete said work. In the event Landlord fails to commence and/or diligently proceed to complete said work after said written notice, Tenant, in addition to any other remedy it may have, may (i) as agent of Landlord, perform the same and deduct the cost thereof from any rent due or such other reasonable time given the nature that may become due and urgency payable under this Lease or (ii) withhold an amount ofrent equal to one hundred fifty percent (150%) of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of perfo1mance of such obligations as reasonably detennined by Tenant until Landlord performs such repairs to the reasonable satisfaction of Tenant. Anything to the contrary notwithstanding, in the event the repairs to be performed by the Landlord are required to conect a hazardous condition or to end an emergency which renders tl1e premises unsuitable for the use set forth herein, Tenant shall give Landlord, its agent, superintendent or the person designated to receive such notice, immediate notice in writing, personally or by Overnight Mail, and Landlord, within thirty twenty-four (3024) hours ofreceipt of said notice, shall commence the repairs and diligently proceed with continuity to complete said work. In the event Landlord fails to commence and/or diligently proceed with continuity to complete said work after said notice as aforesaid, Xxxxxx may, as agent for the Landlord, perform same and deduct the cost thereof from any rent due or that may become due and payable under this Lease, or (ii) give Landlord and its managing agent a second notice (the "Second Notice") of said default in the manner above provided. Furthermore, if Tenant provides a Second Notice to Landlord of a such default and Landlord thereafter fails to commence to cure such default within five (5) days after following receipt of an invoicethe Second Notice, or fails thereafter diligently to proceed with continuity to cure said default and, as a result of Landlord's failure, (a) at least 25,000 rentable square feet of the Demised Premises is rendered unusable for Tenant's business purposes and (b) Tenant removes its personnel from such portion of the Demised Premises, then Tenant may terminate this Lease on five (5) days' written notice to Landlord. Notwithstanding that In the event Tenant is responsible for HVAC Units unable to reasonably use and in fact discontinues using and vacates such portion of the Demised Premises because of Landlord's failure to perform such work as set forth in Section 10(a)(ii) abovethe two preceding paragraphs hereof, Landlord the rent shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant be reduced during such period proportionately to the diminution in space resulting from such failure. In the eventTenant may still be able to reasonably use the Demised Premises for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure purposes set forth in Section 5(a)(iiithe Lease but Landlord's failure to make repairs or provide services adversely affects Tenant's operations within the Demised Premises, Tenant shall be entitled during such period to a bona fide equitable reduction in rent. Anything herein to the contrary notwithstanding, (i) Tenant's rights under the foregoing provisions are conditioned upon it having sent a copy of all of the above notices to the first mortgagee of the Building as provided in Article 21 hereof at the same time as it sends any such notice to Landlord; and (ii) all of the above time periods and Xxxxxx's rights for Landlord's failure to perform its obligations are subject to extension by reason of Unavoidable Delay(s). Tenant shall make ordinary and non -structural interior repairs, excluding any such repairs the necessity for which is caused by Landlord or Landlord's employees, agents or invitees, for which Landlord shall be responsible.

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (a) From as opposed to roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, men’s and during the Termwomen’s washrooms, Building mechanical, electrical and telephone closets, and except as set forth 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 Project Common Areas. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to 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 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 its Tenant’s own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition), condition at all times during the Lease Term (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and but such obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure and the Building Systems except pursuant to the BS/BS Exception). In addition, Tenant shall, at Tenant’s own expense, but excluding fire safety systems such as sprinklers, smoke detectors under the supervision and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions 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 the Building. If Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for more than fifteen Tenant and Tenant’s failure to repair within five (155) days after notice from Landlordthereafter, or but need not, make such other reasonable time given the nature repairs and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairsreplacements, 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. Landlord may, but shall not be required to, enter the Premises at all reasonable times, upon twenty-four (24) hours notice to Landlord within thirty Tenant (30) days after receipt except in the case of an invoice. Notwithstanding that emergency), 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, 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 is responsible for HVAC Units hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as set forth in Section 10(a)(iinot 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 perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. Landlord shall maintain in good condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (a) From as opposed to roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men's and during the Termwomen's washrooms, Building mechanical, electrical and telephone closets, and except all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, "Building Structure") and the Base Building mechanical, electrical, life safety, plumbing, sprinkler systems, roof membrane and 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 set forth in this Lease, qualified and conditioned will hereinafter be defined as the "BS/BS Exception"). Tenant shall, at its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures, equipment, interior window coverings, and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises is located, in good order, repair and condition)condition at all times during the Lease Term, (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and but such obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant's own expense, but excluding fire safety systems such as sprinklers, smoke detectors under the supervision and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions 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 the Building. If Tenant; provided however, that, at Landlord's option, or if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for more than fifteen Tenant and Tenant's failure to repair within five (155) days after notice from Landlordthereafter, or but need not, make such other reasonable time given the nature repairs and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairsreplacements, 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, but not in excess of five percent (5%)) 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. Landlord may, but shall not be required to, enter the Premises 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 within thirty shall desire or deem necessary or as Landlord may be required to xxxx governmental or quasi-governmental authority or court order or decree; provided, however, except for (30i) days after receipt 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 an invoice. Notwithstanding that Tenant is responsible for HVAC Units hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as set forth in Section 10(a)(iinot 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 perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (a) From as opposed to roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts, stairs, parking areas, landscaping, exterior Project signage, stairwells, men's and during the Termwomen's washrooms, Building mechanical, electrical and telephone closets, and all exterior common and public areas (collectively, "Building Structure") and the Project common areas. In addition, and as part of Landlord's Building Structure repair and maintenance obligations, Landlord shall maintain and/or replace, as necessary, slab plumbing fixtures, utility lines outside the Building or below the foundation or slab, downspouts, gutters within or below the foundation, exterior walls, interior load bearing walls, the foundation, slab, slab membrane and roof structure (as opposed to roof membrane) at Landlord's sole cost and expense, which costs shall not be included in Operating Expenses except as set forth to the extent such costs are expressly included in Operating Expenses pursuant to Section 4.2.4(xii) or (xiii) of this Lease. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to repair the Building Structure 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 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 Exception"). Tenant shall, at its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises Premises, including all Building Systems (except to the extent otherwise expressly provided in as good conditionSection 6.2, order above), improvements, fixtures and repair as furnishings therein, and the same are at floor (other than the commencement slab or slab membrane) of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition), condition at all times during the Lease Term (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and but such obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure except pursuant to the BS Exception). In addition, Tenant shall, at Tenant's own expense, but excluding fire safety systems 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 as sprinklersobligation shall not extend to the Building Structure except pursuant to the BS Exception, smoke detectors except for damage caused by ordinary wear and fire alarm systemstear or beyond the reasonable control of Tenant; (iv) provided however, that, at Landlord's option, or if Tenant fails to make all other such repairs, Landlord may, after written notice to Tenant and Tenant's failure to repair (or failure to commence to repair and thereafter diligently prosecute the same to completion) within ten(10) 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. Notwithstanding the foregoing, Landlord shall be responsible for repairs to the exterior walls, foundation and renewals which roof of the Building, the structural portions of the floors of the Building, and the systems and equipment of the Building, except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, (v) keep and maintain all portions of the Premises in a clean and orderly conditionhowever, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any if such repairs are due to the Premises for more than fifteen (15) days after notice from negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, or such other reasonable time given the nature and urgency of the repair (although notice Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required if there is an emergency)to, enter the Premises at all reasonable times 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 make the 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 Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(iiiii) above, Landlord shall perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. (a) From and after the commencement of and during the TermSubject to Section 11, and except as set forth in this Lease, Tenant shallTenant, at its own cost expense, shall perform all maintenance and expense: repairs (iincluding replacements) make interior non-structural repairsto the Premises, replacements and renewals necessary to keep the Premises in as good condition, order condition and repair as the same are at the commencement of the Term or existed when Tenant took possession and as thereafter may be putimproved by Landlord and/or Tenant, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception except for reasonable wear and use tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall not relieve include (a) all leasehold improvements in the Premises, whenever and by whomever installed or paid for, including any Tenant from Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the obligation Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving the Premises, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23) and trade fixtures. Notwithstanding the foregoing, Landlord may, at its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to keep 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the Premises in good order, repair roof and condition)exterior walls and windows of the Building, (ii) perform routine maintenancethe Base Building, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectivelyCommon Areas. As used herein, “Cable”) that is installed by or for Base Building” means the exclusive benefit of Tenant and located in the Premises and other structural portions of the Building. If Tenant fails to make any repairs to , together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Premises for more than fifteen (15) days after notice from LandlordBuilding in general, whether located inside or such other reasonable time given the nature and urgency outside of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Premises.

Repairs. (a) From Subject to the provisions of Paragraphs 9 and after the commencement 58 of and this lease, during the Termfull term of this lease, Landlord shall make all structural repairs to the Demised Premises, except those which shall have been occasioned by the acts of omission or commission of Tenant, its agents, employees or invitees, which repairs Landlord shall make at Tenant's sole cost and except as expense. Structural repairs are hereby defined to be repairs to the roof supports, the bearing walls, foundation and the structural steel. Landlord shall perform all maintenance and repair work with reasonable diligence and in a workmanlike manner and agrees to use commercially reasonable efforts to minimize interference with Tenant's business operations at the Demised Premises. Except for Landlord's obligations specifically set forth in this LeaseParagraph 48, Tenant shall, at its own cost and expense: , keep the Demised Premises in good condition, repair and appearance at all times throughout the term of this lease including, without limitation, (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement of the electrical, plumbing, sprinkler, heating, air conditioning, ventilation, life safety and all other mechanical systems servicing the Demised Premises; (except ii) regularly-scheduled cleaning and maintenance of the interior of the Demised Premises; (iii) the maintenance, repair and replacement of all windows, doors and plate glass; and (iv) maintenance, repair and replacement of the roof, other than with respect to the roof area described in Paragraph 47 above and the roof supports described in this Paragraph 48(a). Tenant shall at all times obtain and keep in full force and effect for replacement the benefit of Landlord and Tenant with a responsible company doing business in Suffolk County a service, repair and maintenance contract with respect to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively systems servicing the Premises (the “HVAC Units”) and shall maintain a service Demised Premises. A copy of such contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenantthereof shall, upon issuance and thereafter not later than ten (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (1510) days after notice from Landlordprior to expiration, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs furnished to Landlord within thirty (30) days after receipt together with evidence of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)payment.

Repairs. (a) From and after the commencement of and during the TermSubject to Section 11, and except as set forth in this Lease, Tenant shallTenant, at its own cost expense, shall perform all maintenance and expense: repairs (iincluding replacements) make interior non-structural repairsto the Premises, replacements and renewals necessary to keep the Premises in as good condition, order condition and repair as the same are at the commencement of the Term or existed when Tenant took possession and as thereafter may be putimproved by Landlord and/or Tenant, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception except for reasonable wear and use tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall not relieve include (a) all leasehold improvements in the Premises, whenever and by whomever installed or paid for, including any Tenant from Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the obligation Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23) and trade fixtures. Notwithstanding the foregoing, Landlord may, at its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to keep 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the Premises in good order, repair roof and condition)exterior walls and windows of the Building, (ii) perform routine maintenancethe Base Building, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectivelyCommon Areas. As used herein, “Cable”) that is installed by or for Base Building” means the exclusive benefit of Tenant and located in the Premises and other structural portions of the Building. If Tenant fails to make any repairs to , together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Premises for more than fifteen (15) days after notice from LandlordBuilding in general, whether located inside or such other reasonable time given the nature and urgency outside of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Premises.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its Tenant's own cost expense, keep the Premises, including without limitation the maintenance and expense: repair of all glass panels and partitions, interior lavatories, showers, toilets, basins, kitchen facilities, kitchen appliances and supplemental HVAC systems including such supplemental HVAC systems' respective mechanical, plumbing and electrical connections (i) make interior whether such systems or facilities are fully contained in the Premises, or exist outside the Premises, but were fully installed or are maintained to exclusively serve the Premises), including all non-structural repairsimprovements, replacements fixtures and renewals necessary to keep furnishings therein, and the Premises in as good condition, order and repair as the same are at the commencement floors of the Term or thereafter may be putPremises, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenancehowever, ordinary wear and tear during the Term shall be excepted. In addition, Tenant shall, at Tenant's own expense, promptly and adequately repair all damage to the Premises and replacement (replace or repair all damaged, broken, or worn fixtures and appurtenances, except for replacement 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, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a commercially reasonable percentage of the cost thereof (to be performed 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. Landlord shall not be liable for damage that may be sustained by Landlord as described below) the goods, wares, merchandise or property of Tenant, its employees, invitees, customers, agents, or contractors, or any other person in, on or about the Premises directly or indirectly caused by or resulting from any cause whatsoever, including, but not limited to, fire, steam, electricity, gas, water, or rain which may leak or flow from or into any part of the heatingPremises, ventilating and or from the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning units exclusively servicing conditioning, light fixtures, or mechanical or electrical systems, or from intrabuilding cabling or wiring, whether such damage results from conditions arising upon the Premises (or upon other portions of the “HVAC Units”) Project or from other sources or places and regardless of whether the cause of such damage or injury or the means of repairing the same is inaccessible to Tenant. Notwithstanding the foregoing, Landlord shall maintain a service contract be responsible for repairs to the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; exterior walls, the structural portions of all other utilities within the PremisesBuilding, including, without limitation, those required to the foundation, floor slabs, ceilings, roof, columns, beams, shafts, stairs, stairwells, elevators, base building restrooms and all Common Areas (collectively, the "Building Structure") and the mechanical, electrical, life safety, plumbing, mechanical sprinkler, sewer and electrical HVAC systems exclusively serving of the Premises up to and including Building (collectively, the tie-in or point of connection "Building Systems"), except to the Building systems, but excluding fire safety systems extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant or work performed by or on behalf of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant or work performed by or on behalf of Tenant, (v) keep 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. The Building Structure and maintain all portions of the Premises in a clean and orderly conditionBuilding Systems shall be referred to collectively as the "Base Building." Landlord may, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice but shall not be required if there is to, enter the Premises at all reasonable times upon at least one (1) business day's prior notice (except in the case of an emergency)) 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 reasonably deem necessary or as Landlord may make the repairsbe required to do by governmental or quasi-governmental authority or court order or decree, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveprovided, however, Landlord shall perform said responsibilities on behalf conduct such activities in a manner that minimizes disruption to Xxxxxx's business at the Premises. Tenant hereby waives any and all rights under and benefits of Tenant subsection I of Section 1932 and shall directly charge Tenant for Sections 1941 and 1942 of the costs thereofCalifornia Civil Code or under any similar law, which charge shall be statute or ordinance now or hereafter in addition effect. Notwithstanding anything to all other items of Rent payable by Tenant under this the contrary in the Lease. Such charge shall be estimated by Landlord on an annual basis and , to the extent the supplemental HVAC systems in the Premises require repair or replacement, Tenant shall pay have the right in its sole discretion to repair or replace such systems or elect not to repair or replace the same; provided, however, Landlord 1/12 of shall have no obligation to repair or replace such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)supplemental HVAC systems.

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) From and after the commencement of and during the Term, and except as subject to Tenant's rights set forth in this Lease, Section 32(d)). Tenant shall, at its own Tenant's sole cost and expense, keep the interior of Premises and every part thereof in good condition and repair, except for: (i) make interior non-any structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good ordermaintenance, repair and condition), or replacement; (ii) perform routine maintenance, repair and replacement any portion of any system (except for replacement eg. HVAC) serving any premises in addition to be performed by Landlord as described below) of or other than the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service providerPremises; (iii) perform routine maintenance and repair; any portion of all other utilities any system located within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in exterior walls or point of connection slabs (except to the Building systems, but excluding fire safety extent that such systems such as sprinklers, smoke detectors and fire alarm systemswere installed by Tenant); (iv) make all other repairs, replacements and renewals which are required due to damage thereto from causes beyond the negligence or willful misconduct reasonable control of Tenant, ; (v) keep damages from any casualty which Landlord is required to insure against or which Landlord does insure against; (vi) ordinary wear and tear; and (vii) any janitorial or pest control services which Landlord is obligated to provide. Tenant shall, upon the expiration or sooner termination of this Lease hereof, surrender the Premises which Tenant is obligated to maintain all portions and repair, to the Landlord in good condition, except for: (i) any janitorial or pest control services which Landlord is obligated to provide; (ii) ordinary wear and tear; (iii) damage from causes beyond the reasonable control of Tenant; and (iv) damages from any casualty which Landlord is required to insure against or which Landlord does insure against excepted. Except as specifically provided in an addendum, if any, to this Lease, Landlord shall have no obligation whatsoever to alter, remodel, improve, 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 in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units Building except as specifically herein set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)forth.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, 9.01 Tenant shall, at its own sole cost and expense: , make such repairs to the demised premises and the fixtures and appurtenances therein as are necessitated by the act, omission, occupancy or negligence of Tenant (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by except for fire or other casualty only excepted (it being understoodcaused by Tenant's negligence, if the fire or other casualty insurance policies insuring Landlord are not invalidated by this provision) 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; provided, however, that the foregoing exception for reasonable wear and use Tenant shall not relieve Tenant from be required to make any such repairs which are the obligation of Landlord hereunder or which are necessitated by the act, omission or negligence of Landlord, its agents or employees. All damage or injury to keep the Premises demised premises and to its fixtures, appurtenances and equipment caused by Tenant moving property in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) or out of the heatingBuilding or by installation or removal of furniture, ventilating fixtures or other property, and air conditioning units exclusively servicing the Premises (the “HVAC Units”) for which Landlord has not been and will not be reimbursed by insurance, shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance be repaired, restored or replaced promptly by Tenant at its sole cost and repair; of all other utilities within the Premisesexpense, includingwhich repairs, without limitation, those required to plumbing, mechanical restorations and electrical systems exclusively serving the Premises up to replacements shall be in quality and including the tie-in or point of connection class equal to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence original work or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Buildinginstallations. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, restorations or replacements, 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 shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt rendition of an invoicea xxxx therefor. Notwithstanding that Tenant Landlord, at its expense, shall effect all necessary maintenance and repairs to the roofs, foundations and structural portions of the demised premises, and all utilities serving the demised premises (including the sprinkler and HVAC systems), except if same is responsible for HVAC Units as set forth in Section 10(a)(ii) abovenecessitated by the act, Landlord shall perform said responsibilities on behalf omission or negligence or Tenant, its agents or employees. The exterior walls of Tenant and shall directly charge Tenant for the costs thereofBuilding, which charge shall be in addition to all other items the portions of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with any window xxxxx outside the amounts paid windows and the amount windows are not part of the cost reconciled in accordance with premises demised by this Lease and Landlord reserves all rights to such parts of the procedure set forth in Section 5(a)(iii)Building.

Repairs. (a) From and after the commencement 10.01 Tenant shall take good care of and during the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving any horizontal distribution portion of Building Systems (other than perimeter convectors) within the Premises up to installed by, or on behalf of, Tenant (even if by Landlord) or any other permitted occupant of the Premises) and including the tie-in or point of connection to the Building systemsfixtures and appurtenances therein, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) shall make all other repairsrepairs necessary to keep them in good working order and condition, replacements and renewals which including structural repairs when those are required due to necessitated by (i) the act, omission or negligence of Tenant (or willful misconduct anyone claiming by, through or under Tenant) or its (or their) agents, employees, invitees or contractors, (ii) cause or condition created by Tenant (or anyone claiming by, through or under Tenant) and/or (iii) any Alteration performed by or on behalf of Tenant, (v) keep subject in each case to the provisions of Article 11. The exterior walls and maintain roofs of the Building, the mechanical rooms, service closets, shafts and the windows and the portions of all portions window sxxxx outside same are not part of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishdemised by this Lease, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions Landlord hereby reserves all rights to such parts of the Building. If Tenant fails to make The areas above any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency hung ceiling shall be deemed a part of the repair (although notice shall not be required if there is an emergency)Premises; provided, Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovehowever, Landlord shall perform said responsibilities on behalf have the right, subject to Section 19.01, to utilize same for purposes of Tenant and shall directly charge Tenant for installing pipes, ducts, cables or other equipment therein reasonably required in connection with the costs thereof, which charge shall be Building Systems or in addition to all connection with the operation of the Building or in connection with other items of Rent payable by Tenant under this Leaseleases or occupancy agreements in the Building. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 not paint, alter, drill into or otherwise change the appearance of such estimate on a monthly basis with other items the windows including, without limitation, the sxxxx, jambs, frames, sashes, and meeting rails. For purposes of Rentclarification, with respect to any floor on which the amounts paid and Premises is located but the amount entire rentable area is not leased to Tenant, Tenant shall only be responsible hereunder for any horizontal distribution portions of any Building Systems located on such floors that exclusively serve the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Premises.

Repairs. (a) From Landlord shall maintain and after keep in good repair, condition (consistent with Comparable Buildings) and operating order as part of Basic Services the commencement structural portions of the Building, including the foundation, floor ceiling slabs, roof, curtain wall, sewer and during water mains, exterior glass, glazing and mullions, exterior doors, columns, beams, shafts (including elevator shafts), stairs (other than internal stairwells installed by Tenant, if any), parking areas, stairwells (excluding internal stairwells installed by Tenant), escalators, elevator cabs, plazas, pavement, sidewalks, curbs, entrances (other than the Termentrances to a particular tenant’s premises), Common Area landscaping, men’s and women’s restrooms, Building mechanical, electrical and telephone closets and all Common Areas and the base building mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems (including all plumbing connected to said facilities or systems) and other building systems and equipment which were not constructed by, and except as set forth in this Leaseare not for the exclusive use of, Tenant shall, at its own cost and expenseTenant. The foregoing notwithstanding: (i) make interior non-structural repairs, replacements and renewals necessary Landlord shall not be required to keep the Premises in as good condition, order and repair as the same are at the commencement damage to any of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to extent caused by the negligence or willful misconduct of Tenant or it agents, employees or contractors, unless and except to the extent such damage is covered by insurance carried or required to be carried by Landlord hereunder; 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 required to perform under this Lease and that Tenant fails or refuses to perform within applicable notice and cure periods. All actual out of pocket costs incurred by Landlord in performing any such repair for the account of Tenant, plus an administrative fee equal to ten percent (v10%) keep and maintain all portions of the Premises in a clean and orderly conditionsuch costs, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed shall be repaid by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of following demand. Except as expressly provided in Paragraph 9 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. Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect (including the provisions of California Civil Code Section 1942 and any successive sections or statutes of a similar nature). Landlord may install certain exterior clamshell or hangar doors (the “Exterior Window/Door”) on the exterior walls of the Building that can be opened from the interior of the Building. Such Exterior Window/Doors may be installed in one or more spaces leased to tenants of the Building. In the event the Premises contains an invoice. Notwithstanding that Exterior Window/Door, Tenant is responsible shall use commercially reasonable efforts to use and operate such Exterior Window/Door in accordance with the reasonable non-discriminatory rules and regulations adopted by Landlord for HVAC Units as set forth in Section 10(a)(ii) abovesuch Exterior Window/Doors from time to time; provided, however, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant be responsible for the costs thereof, which charge shall be in addition to all other items repair and maintenance of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis the Exterior Window/Door (and Tenant shall pay for such repair and maintenance costs to Landlord 1/12 the extent such repairs or maintenance are due to Tenant’s misuse of such estimate on a monthly basis with other items Exterior Window/Doors) and for insuring the same except as otherwise specifically provided herein. At all times outside of RentBusiness Hours (as defined in Paragraph 7(c)) and during any inclement weather, with the amounts paid and the amount of the cost reconciled Tenant shall close such Exterior Window/Doors that are located in accordance with the procedure set forth in Section 5(a)(iii)its Premises.

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (a) From as opposed to roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), fire stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, men's and during the Termwomen's washrooms, Building mechanical, electrical and telephone closets, and except as set forth 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 LeaseLease to the contrary, Tenant shall be required to 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 qualified and conditioned will hereinafter be defined as the "BS/BS Exception"). Tenant shall, at its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition)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 (i) pursuant to the BS/BS Exception, and/or (ii) perform routine maintenance, repair for damage caused by ordinary wear and replacement (except for replacement to be performed by Landlord as described below) of tear or beyond the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct reasonable control of Tenant; provided however, (v) keep and maintain all portions of the Premises in a clean and orderly conditionthat, free of accumulation of dirtat Landlord's option, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for more than fifteen Tenant and Tenant's failure to repair within five (155) days after notice from Landlordthereafter, or but need not, make such other reasonable time given the nature repairs and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairsreplacements, and Tenant shall pay Landlord the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on including a monthly basis with other items of Rent, with the amounts paid and the amount percentage of the cost reconciled thereof (to be uniformly established for the Building and/or the Project, and to be reasonably consistent with similar percentages paid for such services by tenant in accordance the Comparable Buildings) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses paid to third parties 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 procedure set forth Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in Section 5(a)(iii).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

Repairs. (a) From Sublandlord shall use commercially reasonable efforts to obtain and/or have performed for Subtenant any and after all services, repairs, alterations and other similar obligations which are the commencement obligation of Landlord under the Prime Lease. In connection therewith, Sublandlord represents and during warrants that the Termfollowing sets forth Landlord’s repair obligations under the Prime Lease, which provision is hereby incorporated into this Sublease: “Landlord shall maintain the Building as a Class A office and except laboratory building (with reference to other Class A office buildings in the Market (as set forth defined in Section 4(g)) and thereafter maintain the Building as such. The costs and expenses of doing so shall be deemed to be "Expenses", subject to the provisions of Section 4 of this Lease. During the entire Term of the Lease, Tenant shall, at its own cost Landlord shall keep and expensemaintain in good repair and working order and make repairs to and perform maintenance upon: (i1) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement elements of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted Building; (it being understood, however, that 2) the foregoing exception for reasonable wear and use shall not relieve Tenant from base Building Systems including the obligation to keep the Premises in good order, repair and conditionmechanical (including HVAC), (ii) perform routine maintenanceelectrical, repair plumbing and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical fire/life safety systems exclusively serving the Premises up to and including Building in general but excluding those for which the Tenant is responsible, such as the tie-in ins or point of connection to with those systems which are located within or exclusively serving the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systemsPremises; (iv3) make Common Areas; (4) the roof of the Building, including the roof membrane; (5) exterior windows of and all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all exterior portions of the Premises in a clean Building and orderly condition, free of accumulation of dirt, rubbish, and other debris, common area doors; and (vi6) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of elevators serving the Building. If Tenant fails to Landlord shall promptly make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given considering the nature and urgency of the repair) for which Landlord is responsible.” Subtenant shall maintain and repair (although notice the interior of the Premises and keep the same in a neat and orderly condition and Subtenant shall not be required if there is an emergency)pay to Sublandlord all reasonable out-of-pocket costs incurred by Sublandlord in making any repairs necessitated by Subtenant's, Landlord may make the repairsits servants', agents', and Tenant shall pay the reasonable cost of the repairs to Landlord employees' negligence as additional rent, payable within thirty (30) days after receipt from the date of an invoicerendition of a bxxx therefor. Notwithstanding Subtenant covenants that Tenant is responsible for HVAC Units as set forth it shall not make any repairs or in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, any way tamper with the amounts paid and the amount heating, air-conditioning, ventilating, electrical, plumbing or mechanical systems of the cost reconciled in accordance with Building outside of the procedure set forth in Section 5(a)(iii)Premises.

Repairs. (a) From and after the commencement of and Landlord shall at all times during the TermLease Term maintain in good condition and 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 except the Base Building mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems installed or furnished by Landlord (collectively, the “Building Systems”). Except as specifically set forth in this LeaseLease 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 its Xxxxxx’s own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises furnishings therein in good order, repair and conditioncondition at all times during the Lease Term. In addition, Tenant shall, at Xxxxxx’s own expense, but under the supervision and subject to the prior approval of Landlord (which shall not be unreasonably withheld, conditioned or delayed), (ii) perform routine maintenanceand within any reasonable period of time specified by Landlord, promptly and adequately repair and replacement (except for replacement all damage to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlordreplace or repair all damaged, broken, or such other reasonable time given the nature worn fixtures and urgency of the repair (although notice shall not be required if there is an emergency)appurtenances, Landlord may make the repairs, except for damage caused by ordinary wear and Tenant shall pay tear or beyond the reasonable cost control of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveTenant; provided however, that, Landlord shall perform said responsibilities on behalf of Tenant have the exclusive right, at Xxxxxxxx’s option, but not the obligation, to make such repairs and shall directly charge Tenant for the costs thereofreplacements, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 the cost thereof, including Landlord’s standard fee for its involvement with such repairs and replacements, promptly upon being billed for same. Landlord may, but shall not be required to, enter the Premises at all reasonable times 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. Tenant hereby waives any and all rights under and benefits of such estimate on a monthly basis with other items subsection 1 of Rent, with the amounts paid Section 1932 and the amount Sections 1941 and 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii).effect. FOUR EMBARCADERO CENTER 607152.05/WLA [Nighthawk Radiology Services, LLC] E2621-081/1-8-07/kt/kt -17- [AMLGMN]

Repairs. (a) From Except for ordinary wear and after the commencement of and during the Term, and except as set forth otherwise provided in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of all times during the Term hereof, at its sole expense, keep all Tenant's movable and removable fixtures located in or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation appurtenant to keep the Premises in good order, repair and condition), and Tenant shall promptly arrange with Landlord to have Landlord (iior Landlord's agent) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; make repairs of all other utilities within the Premises, including, without limitation, those required damages to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and the replacement or repair of all damaged or broken glass (including signs thereon), fixtures and appurtenances (including hardware and heating, cooling, ventilating, electrical, plumbing and other portions of mechanical facilities in the Building. If Tenant fails to make any repairs Premises), with materials equal in quality and class to the Premises for more than fifteen (15) days after notice from original materials damaged or broken, within any reasonable period of time specified by Landlord. Landlord may, or such other reasonable time given the nature and urgency of the repair (although notice but shall not be required if there to do so, enter the Premises at all reasonable times to make any repairs, alterations, improvements or additions, including, but not limited to, ducts and all other facilities for heating and air conditioning service, as Landlord shall desire or deem necessary for the safety, preservation or improvement of the Building, or as Landlord may be required to do by the municipality in which the Building is an emergencylocated or by the order or degree of any court or by any other proper authority. The cost of all repairs made by Landlord to the Property which are made necessary as a result of misuse or neglect by Tenant or Tenant's employees, invitees or agents or resulting from the Tenant's failure to maintain and repair systems (including but not limited to HVAC, plumbing and electrical systems), Landlord may make servicing the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled Premises in accordance with the procedure set forth provisions contained in Section 5(a)(iii)the Lease Rider,) shall be paid as additional Rent by Tenant to Landlord within ten (10) business days of being billed for same. The cost of all other repairs and replacements (except those caused by Tenant's misuse or negligence and those relating to Tenant's movable fixtures) shall be paid for by the Landlord. SEE SECTION 3 OF THE LEASE RIDER.

Repairs. Except as otherwise provided in Article 7, except as resulting from Tenant’s negligence or misuse, except as resulting from settling or sagging within standard engineering tolerance (a) From 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 after customary use of the commencement Premises, or any part thereof by Tenant), Landlord shall maintain the structural integrity of and during the TermBuilding, including but not limited to the roof, exterior walls, and except as set forth in this Lease, Tenant shall, at its own cost windows and expense: skylights. Landlord shall also be responsible for (i) make interior non-structural repairsall exterior maintenance, repairs and replacements and renewals necessary to keep the Premises in as good condition, condition and working order and repair as the same are at the commencement all common areas of the Term Building and the Park, and the trees, shrubs, plants, landscaping, parking areas, driveways and walkways on the Lot or thereafter may be putelsewhere in the Park, reasonable wear including but not limited to, all lighting and use other fixtures and damage by fire or other casualty only excepted (it being understoodequipment serving such parking areas, however, that the foregoing exception for reasonable wear driveways and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition)walkways, (ii) perform routine maintenance, repair providing the services to the Building and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”including all utilities) and shall maintain a service contract for performing the HVAC Units with a reputable HVAC service provider; maintenance work set forth in Section 4.2 and Article V hereof, and (iii) perform routine maintenance performing necessary repairs and repair; replacements to maintain the watertight integrity of all other utilities within the PremisesBuilding, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection but not limited to the Building systemsroof, but excluding fire safety systems such as sprinklersexterior wall, smoke detectors windows and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) skylights. Landlord shall also maintain, repair and replace electronic, phone and data cabling and related the HVAC equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises Building, such that it shall be in good operation condition throughout the Term, reasonable wear and other portions tear excepted. Landlord shall make all of such repairs and replacements necessary to maintain the Building. If Tenant fails to make any repairs foregoing in good condition and working order and in compliance with all laws and all costs and expenses under this Section 5.1.3 shall be included in Landlord’s Operating Costs pursuant to the Premises for more than fifteen (15) days after notice from Landlordprovisions of Section 4.2, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units except as set forth in Section 10(a)(ii) abovetherein to the contrary. All other repairs and maintenance, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant except as specifically otherwise provided for the costs thereofherein, which charge shall be in addition to all other items the responsibility of Rent payable by Tenant. In the event that Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay gives notice to Landlord 1/12 of such estimate on a monthly basis with other items of Rentcondition which Tenant believes requires Landlord’s repairs or a condition which, with the amounts paid and the amount of the cost reconciled if left uncorrected, will necessitate Landlord’s repair, then, in accordance with the procedure set forth in terms of this Section 5(a)(iii).5.1.3, Landlord shall respond promptly to investigate such condition, and, if such repairs are Landlord’s obligation hereunder, Landlord shall commence promptly to repair same and to diligently complete said repair. Tenant agrees during the Term to provide Landlord notice as soon as reasonably possible of any condition known to Tenant which might require, or if left uncorrected will necessitate Landlord’s repair pursuant to this Section 5.1.3. Tenant shall have the right to require, at reasonable times and with reasonable advance notice, a representative of Landlord to inspect the Premises for repairs which may be the responsibility of Landlord;

Repairs. (a) From Subject to the express terms and after conditions of Articles 11 and 13 and Landlord’s maintenance obligations, as specified in the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its Tenant’s own cost expense, keep the Premises, including all improvements, fixtures, furnishings, and expense: systems and equipment therein (i) make interior including, without limitation, plumbing fixtures and equipment such as dishwashers, garbage disposals, and insta-hot dispensers, and all other non-standard mechanical systems or equipment in the Premises), and the non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement portions of the Term floor or thereafter may be putfloors of the Building within the Premises, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition)condition at all times during the Lease Term. In addition, (ii) perform routine maintenanceTenant shall, at Tenant’s own expense, 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 replacement (replace or repair all damaged, broken, or worn fixtures and appurtenances, except for replacement damage caused by ordinary wear and tear, casualty damage which is not required to be performed restored by Tenant under Article 11, or damage caused by condemnation or otherwise beyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs, Landlord as described belowmay, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, together with an administrative fee equal to ten percent (10%) of the heatingcost thereof, ventilating within ten (10) business days after being billed for same, which xxxx shall be accompanied by reasonable back-up information to substantiate such costs. Notwithstanding the foregoing, Landlord shall be responsible for repairs and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection replacements to the exterior walls, foundation, HVAC systems and roof of the Building, the structural portions of the floors of the Building, and the Base Building systemssystems and equipment, but excluding fire safety systems except to the extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant, (v) keep except casualty damage which is not required to be restored by Tenant under Article 11, or damage caused by condemnation; provided, however, subject to the express terms and maintain all portions conditions of Article 11, that if such repairs are due to the negligence or willful misconduct of Tenant, or excessive, overloading, negligent or improper use of any Building system, facility or equipment by 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 compliance with any commercially reasonable requirements of HIPAA as set forth in Article 27, Landlord may, but shall not be required to, enter the Premises in a clean and orderly conditionat all reasonable times, free of accumulation of dirtaccompanied by an HDI employee if one is provided, rubbishto make such repairs, and other debrisalterations, and (vi) maintain, repair and replace electronic, phone and data cabling and related improvements or additions to the Premises or to the Project or to any equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises 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 other portions releases any and all rights it may have at law or in equity to make repairs at the expense of Landlord, except as otherwise expressly set forth in Section 29.37. Landlord shall not be liable to Tenant for failure to make repairs as herein required unless Tenant has previously notified Landlord of the Buildingneed for such repairs and Landlord has failed to commence and complete said repairs within a reasonable period following receipt of Tenant’s notification. Notwithstanding the foregoing, during the Latent Defect Period, Landlord, at its cost and not as part of the Operating Expenses, shall promptly repair, restore or replace all latent defects in the Building upon the terms and conditions set forth in Section 1.1.1. If any mold or mold-causing condition is caused within the Premises due to the negligence, willful misconduct or breach of this Lease on the part Tenant or any of its agents, employees or contractors, and Tenant fails to make any repairs to the Premises for more than fifteen (15) days after remediate such condition promptly upon notice from Landlord, or such other reasonable time given then Landlord shall have the nature and urgency of right to remediate the repair same at Tenant’s cost, together with a ten percent (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (3010%) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units administration fee as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).

Repairs. 11.1 Tenant shall have the responsibility to keep and maintain the Leased Premises in a good and complete state of repair and condition at all times except for ordinary wear and tear resulting from Tenant's use and occupancy and except as otherwise provided in this Lease. Notwithstanding the foregoing sentence to the contrary, Landlord shall be responsible at its sole cost and expense (unless such maintenance and/or repair is caused by Tenant's negligent acts) for maintenance and repair of the structural portions including without limitation footings, foundations, floor slab, structural walls, columns and beams and all roof areas of the Building including without limitation the roof membrane. Landlord shall also keep in good working order and repair the Building's systems including without limitation electrical system and plumbing systems to the point that they enter the Leased Premises, and common areas including access ways, drive ways, parking areas located on the Property. Except as otherwise provided herein, Tenant shall maintain the Leased Premises and be responsible for all repairs and replacements of every kind and character, to any plumbing fixtures, lamps and ballasts, and any hardware items necessary to preserve and maintain the Leased Premises and its appurtenances (excluding those areas for which Landlord is responsible as provided herein). In addition, Tenant shall replace in the Leased Premises all glass, including plate glass, damaged or destroyed by any actions of Tenant over the Term of this Lease. All the foregoing repairs and replacements whether performed by Landlord or Tenant, including Landlord's Work, shall (a) From be performed in a good and after workmanlike manner, (b) the commencement of and during first-class quality, (c) not diminish the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement overall value of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Leased Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vid) maintain, repair and replace electronic, phone and data cabling and related equipment be subject to Landlord's prior written approval (collectively, “Cable”) that is installed by or for the exclusive benefit except in cases of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make such approval not to be unreasonably delayed, conditioned, or withheld. All repairs and replacements and other property attached to or used in connection with the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities Leased Premises by or on behalf of Tenant (other than removable trade fixtures, furniture and equipment and those items listed on Exhibit F attached; hereto and made a part hereof (collectively, "Tenant's Personal Property.") shall directly charge Tenant for become the costs thereof, which charge shall be in addition to all other items property of Rent payable by Tenant under Landlord without payment on the termination of this Lease. Such charge shall be estimated by Landlord on an annual basis represents and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid warrants that all non-structural elements and the amount interior of the cost reconciled Premises, together with all electrical, plumbing and other mechanical installations therein, including, but not limited to, heating and air conditioning equipment are in accordance with the procedure set forth in Section 5(a)(iii)good order and repair.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its Tenant's own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises, including all improvements, fixtures, furnishings, and 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 in as good conditionthat is utilized to supply supplemental HVAC to the Premises), order and repair as the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition)condition at all times during the Lease Term. In addition, (ii) perform routine maintenanceTenant 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 replacement (replace or repair all damaged, broken, or worn fixtures and appurtenances, except for replacement damage caused by ordinary wear and tear or 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 performed by uniformly established for the Building and/or the Project) sufficient to reimburse Landlord as described below) 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. Notwithstanding the foregoing, Landlord shall be responsible for repairs to the exterior walls, foundation and roof of the heatingBuilding, ventilating the structural portions of the floors of the Building, and air conditioning units exclusively servicing the Premises (base building systems and equipment of the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesBuilding, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection except to the Building systems, but excluding fire safety systems extent that such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant; provided, (v) keep and maintain all portions of the Premises in a clean and orderly conditionhowever, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any if such repairs are due to the Premises for more than fifteen (15) days after notice from negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, or such other reasonable time given the nature and urgency of the repair (although notice Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required if there is an emergency)to, enter the Premises at all reasonable times 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. Tenant hereby waives and releases any and all rights it may have at law or in equity to make repairs at the repairs, and Tenant shall pay the reasonable cost expense of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).Landlord

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, the Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve the Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of the Tenant (except that Tenant's costs to make the repairs shall be reduced by the amount of any insurance proceeds received by Landlord to cover the costs of any such repair or replacement), and (viii) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris. All repair, replacement and (vi) maintainusage costs incurred in connection with the operation of the heating, repair ventilation and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in air conditioning exclusively servicing the Premises shall be the responsibility of the Tenant. Tenant shall, at Tenant's expense, maintain service contract(s) for such systems and, on request of Landlord, provide a copy of such contract(s) and evidence of payment therefor. From and after the commencement of and during the Term, the Landlord shall make all necessary repairs, replacements and renewals, interior and exterior, structural and non-structural, to: keep the roof of the Building free of leaks and to maintain the foundation, floor slabs and other portions structural supports of the Building. If Tenant fails to make any Building in good and sound condition, except for maintenance and repairs to occasioned by the Premises for more than fifteen (15) days after notice from Landlord, acts or such other reasonable time given the nature and urgency negligence of the Tenant or its agents excepted unless such acts or negligence are covered by the release provided in Paragraph 8 hereof; keep the Building and all electrical, mechanical, heating, ventilating and air conditioning, plumbing and other building systems and the parking areas, sprinklers and other improvements on the Property in as good condition, order and repair (although notice shall not as the same are at the commencement of the Term or thereafter may be required if there is an emergency)put, Landlord may make the damage by fire or other casualty only excepted. The costs and expenses of Landlord's repairs, replacements and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge renewals shall be in addition to all other items of Rent payable by Tenant considered Common Expenses under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Paragraph 6 hereof.

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (a) From as opposed to roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, Building mechanical, electrical and during the Termtelephone closets, and except as set forth 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 Project Common Areas. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to 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 qualified and conditioned will hereinafter be defined as the "BS/BS Exception"). Tenant shall, at its Tenant's own cost and expense, keep the entire Premises (specifically including, without limitation, the following: (ix) make interior non-structural repairsall "Tenant Improvements" constructed pursuant to the Tenant Work Letter attached to this Lease as Exhibit B , replacements and renewals necessary to keep all "Alterations," as that term is defined in Article 8, below, (y) the floor or floors of the Building on which the Premises in as good conditionare located, order and repair as (z) interior glass, doors, frames, hardware, locks, light bulbs, ballasts, and all other improvements, fixtures and furnishings within the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises Premises) in good order, repair and condition)condition at all times during the Lease Term; provided, (ii) perform routine maintenancehowever, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and Tenant's obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant's own expense, but excluding fire safety systems such as sprinklersXXXXXX REALTY 57198 I.06/WLA 0000 Xxxxxxxxx Xxxxx K4064-066/6-8-04/pjr/pjr -21-[STMicroelectronics, smoke detectors Inc.] under the supervision and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of the Building. If Tenant; provided however, that, at Landlord's option, or if Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency)repairs, Landlord may (after written notice to Tenant and Tenant's failure to (A) commence repair within five (5) business days thereafter, or (B) diligently pursue the such repair to completion), but need not, make the repairssuch 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; provided further, however, that any such repairs to the Building Structure and the Building Systems which are required to be performed by Tenant pursuant to the BS/BS Exception shall be under the supervision and subject to the prior approval of Landlord. Landlord within thirty may, but shall not be required to, enter the Premises at all reasonable times 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 reasonably 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 (30i) days after receipt 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 an invoice. Notwithstanding that Tenant is responsible for HVAC Units hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as set forth in Section 10(a)(iinot 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 perform said responsibilities on behalf use commercially reasonable efforts to not materially interfere with Tenant's use of or access to, the Premises. Tenant hereby waives any and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items rights under and benefits of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis subsection 1 of Section 1932 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid Sections 1941 and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, exterior walls, roof structure (a) From as opposed to the roof membrane), curtain wall, exterior glass and after the commencement of mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men’s and during the Termwomen’s washrooms, underground utilities, Building mechanical, electrical and telephone closets, and except as set forth all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, the “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 Project Common Areas. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to repair the Building Structure and/or the Building Systems to the extent any damage thereto is caused due to Tenant’s use of the Premises for other than a normal and customary implementation of its Permitted Use, 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 its Tenant’s own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as furnishings therein, and the same are at the commencement floor or floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition)condition at all times during the Lease Term, (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and but such obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant’s own expense, but excluding fire safety systems such as sprinklers, smoke detectors under the supervision and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence prior approval of Landlord (which approval shall not be unreasonably withheld or willful misconduct of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishconditioned), and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions of replace or repair all damaged, broken, or worn fixtures and appurtenances, but such obligation shall not extend to the Building. If Building Structure and the Building Systems except pursuant to the BS/BS Exception; provided however, that, at Landlord’s option, or if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for Tenant and Tenant’s failure to repair within five (5) days thereafter (unless more than fifteen five (155) days after notice from Landlordis required to effectuate such repair, or such other reasonable in which case Tenant shall have the time given reasonably required to complete the nature and urgency of repair, so long as Tenant commences the repair during the five (although notice shall not be required if there is an emergency5) day period and diligently completes such repair), Landlord may but need not, make the repairssuch 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, but not to exceed five percent (5%) of the cost of the such work) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs to Landlord within thirty (30) days after receipt of an invoiceand replacements forthwith upon being billed for same. Notwithstanding that pursuant to the BS/BS Exception, Tenant is may be responsible for HVAC Units certain repairs to the Base Building and/or Building Systems, Landlord shall nevertheless make such repairs at Tenant’s expense; provided, however, to the extent the same are covered by Landlord’s insurance, Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as set forth 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 Section 10(a)(iia 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 perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. (a) From and after the commencement of and Landlord shall at all times during the Term, Lease Term maintain in good condition and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, operating order and repair as in a manner reasonably commensurate with the same are at maintenance standards of owners of Comparable Buildings, the commencement structural portions of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesBuilding, including, without limitation, those required to plumbingthe foundation, mechanical floor slabs, ceilings, roof, columns, beams, shafts, stairs, stairwells, escalators, elevators, base building restrooms and electrical all Common Areas (collectively, the “Building Structure”), and the Base Building mechanical, electrical, life safety, plumbing and sprinkler systems exclusively serving installed or furnished by Landlord (collectively, the Premises up to and including the tie-in or point of connection to the “Building systems, but excluding fire safety systems Systems”). If such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which repairs are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions 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. 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 in a clean for other than normal and orderly conditioncustomary business office operations. Subject to Landlord’s obligations set forth above, free of accumulation of dirtTenant shall, rubbishat Tenant’s own expense, keep the Premises, including all improvements, fixtures, furnishings, and other debrissystems and equipment therein (including, without limitation, plumbing fixtures and equipment such as dishwashers, garbage disposals, and (vi) maintaininsta-hot dispensers), and the floor or floors of the Building on which the Premises are located, in good order, repair and replace electroniccondition at all times during the Lease Term. In addition, phone so long as the same is required of all other building occupants (including, without limitation, Zynga Inc.), Tenant shall, at Tenant’s own expense, but under the supervision and data cabling subject to the reasonable prior approval of Landlord, and related equipment (collectivelywithin any reasonable period of time specified by Landlord, “Cable”) that is installed by or for the exclusive benefit of Tenant promptly and located in adequately repair all damage to the Premises and other portions replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of the Building. If Tenant; provided however, that, if Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency)repairs, Landlord may may, but need not, make the repairssuch 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 reasonable overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs to Landlord and replacements within thirty (30) days after receipt following Landlord’s delivery of an invoiceinvoice for such cost. Notwithstanding that Tenant is responsible for HVAC Units Subject to the provisions of Section 19.5.2 and Article 27, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as set forth in Section 10(a)(ii) aboveLandlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. To the extent reasonably practical, Landlord shall perform said responsibilities on behalf use commercially reasonable efforts to complete any repairs in a manner which does not materially, adversely affect Tenant’s use of or access to the Premises. Tenant hereby waives and shall directly charge Tenant for the costs thereof, which charge shall be in addition to releases any and all other items rights under and benefits of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis subsection 1 of Section 1932 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid Sections 1941 and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including without limitation the foundation, floor/ceiling slabs, roof structure (a) From as opposed to roof membrane), curtain wall, exterior glass and after the commencement of and during the Termmullions, columns, beams, shafts (including elevator shafts), stairs, parking areas, landscaping, exterior Project signage, stairwells, and except all common and public areas (collectively, “Building Structure”) and the base first-sprinkler systems which were not constructed by Tenant Parties and the Common Areas; provided, however, that to the extent such fire-sprinkler system (as set forth existing as of the date of this Lease) is altered by Tenant, Tenant shall thereafter be responsible therefor (at which time any warranties relating to such system shall be transferred to Tenant); provided further, however, that until such time as Tenant becomes responsible for the base fire-sprinkler systems pursuant to the foregoing clause, all references to Building Structure shall be deemed to include such base fire-sprinkler system. Notwithstanding anything in this LeaseLease to the contrary, Tenant shall be required to repair the Building Structure to the extent caused due to Tenant’s use of the Premises for other than normal and customary implementation of the business operations contemplated under Tenant’s Permitted Use (as expressly in Sections 6(i)-(iii) of the Summary), 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 qualified and conditioned will hereinafter be defined as the “BS Exception”). Tenant shall, at its Tenant’s own cost and expense: , pursuant to the TCCs of this Lease (iincluding, without limitation, Article 8 hereof) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good conditionPremises, order including all improvements, fixtures and repair as furnishings therein, the same are at roof membrane, and the commencement floors of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep Building on which the Premises are located, in good order, repair and condition), condition at all times during the Lease Term (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and but such obligation shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection not extend to the Building systemsStructure, except pursuant to the BS Exception). In addition, Tenant shall, at Tenant’s own expense, but excluding fire safety systems such as sprinklers, smoke detectors under the supervision and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due subject to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions replace or repair all damaged, broken, or worn fixtures and appurtenances (but such obligation shall not extend to the Building Structure, except pursuant to the BS Exception), except for damage caused by ordinary wear and tear or beyond the reasonable control of the Building. If Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make any repairs such repairs, Landlord may, after written notice to the Premises for more than fifteen Tenant and Tenant’s failure to repair within five (155) days after notice from Landlordthereafter, or but need not, make such other reasonable time given the nature repairs and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairsreplacements, 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. Landlord may, but shall not be required to, enter the Premises at all reasonable times 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 within thirty 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 (30i) days after receipt 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 an invoice. Notwithstanding that Tenant is responsible for HVAC Units hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as set forth in Section 10(a)(iinot 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 perform said responsibilities on behalf 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 Tenant subsection 1 of Section 1932 and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis Sections 1941 and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. (a) From and after the commencement of and during the TermSubject to Section 11, and except as set forth in this Lease, Tenant shallTenant, at its own cost expense, shall perform all maintenance and expense: repairs (iincluding replacements) make to the interior non-structural repairsof the Premises, replacements and renewals necessary to keep the Premises in as good condition, order condition and repair as the same are at the commencement of the Term or existed when Tenant took possession and as thereafter may be putimproved, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception except for reasonable wear and use tear, casualty and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall not relieve include (a) all leasehold improvements in the Premises, whenever and by whomever installed or paid for, including any Tenant from the obligation to keep the Premises Improvements, any Alterations (defined in good order, repair and conditionSection 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (iithe “Leasehold Improvements”); (b) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the all supplemental heating, ventilating ventilation and air conditioning units exclusively servicing the Premises units, kitchens (the “HVAC Units”including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within similar facilities exclusively serving the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in whether located inside or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions outside of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishPremises, and other debris, whenever and by whomever installed or paid for; and (vic) maintain, repair all Lines (defined in Section 23) and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for trade fixtures. Notwithstanding the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency)foregoing, Landlord may make the repairsmay, at its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay the reasonable cost of the repairs to Landlord Landlord, within thirty (30) days after following Tenant’s receipt of an invoicea xxxx therefor, the cost of such work plus a coordination fee in the amount of 5% of the cost of such work. Notwithstanding Landlord shall maintain in first-class condition and repair and in accordance with all Laws, (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises. During any required repairs, Landlord will use commercially reasonable efforts to minimize or eliminate interference with Tenant’s use or access to the Premises or Parking Facility. In the event that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveprevented from using, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for does not use, the costs Premises or any portion thereof, which charge for three (3) consecutive business days (the "Eligibility Period") as a result of (1) Landlord’s performance of any repair, maintenance or alteration to the Building or Project after the Commencement Date, or (2) any failure by Landlord (and/or Landlord's agents, contractors or employees) to provide access to the Premises or the Parking Facility (or reasonable replacement accommodation), then Tenant's obligation to pay Rent shall be abated or reduced, as the case may be, from and after the first (1st) day following the Eligibility Period and continuing until such time that Tenant continues to be so prevented from using, and does not use, the Premises or a portion thereof, in addition the proportion that the rentable square feet of the portion of the Premises that Tenant is prevented from using, and does not use, bears to all other items the total rentable square feet of the Premises; provided, however, that Tenant shall only be entitled to such abatement of Rent payable if the matter described in clauses (1) or (2) of this sentence is not caused by Tenant's gross negligence or willful misconduct. To the extent Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant entitled to abatement of Rent because of damage or destruction pursuant to Section 11 or a taking pursuant to Section 13, then the Eligibility Period shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)not be applicable.

Repairs. (a) From Landlord’s obligation with respect to repair and after the commencement maintenance (which shall be conducted in a first class manner and otherwise comparable to other first class office buildings similar in size and tenant mix in Washington, D.C.) as part of and during the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: Basic Services shall be limited to (i) make interior non-the structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement portions of the Term or thereafter may be putBuilding, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that including the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition)parking garage, (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) the exterior walls of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the PremisesBuilding, including, without limitation, those required to plumbingglass and glazing, mechanical and electrical systems exclusively serving (iii) the Premises up to and including the tie-in or point of connection to the Building systemsroof, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make mechanical, electrical, plumbing, HVAC, utility, life safety and security systems, pipes, risers and conduits (except for any lavatory, shower, toilet, wash basin and kitchen facilities that serve Tenant exclusively and are not part of the core on each floor, and any supplemental heating and air conditioning systems (including all other repairs, replacements and renewals which are required due plumbing connected to the negligence said facilities or willful misconduct of Tenantsystems), (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debrisBuilding standard lavatories, and (vi) maintain, Common Areas. Landlord shall not be deemed to have breached any obligation with respect to the condition of any part of the Project unless Tenant has given to Landlord written notice of any required repair and replace electronic, phone and data cabling and related equipment Landlord has not made such repair within a reasonable time (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located but in the Premises and other portions of the Building. If Tenant fails to make any event Landlord shall initiate repairs to the Premises for more than fifteen within seven (157) days after notice from of Landlord, or ’s receipt of such other reasonable time given notice) following the nature and urgency receipt by Landlord of the repair such notice. The foregoing notwithstanding: (although notice i) Landlord shall not be required if to repair damage to any of the foregoing to the extent caused by the acts or omissions 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. Except as expressly provided in Paragraph 9 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 except to the extent all or a portion of Tenant’s office is inaccessible or unusable or there is an emergency), interruption of services for greater than three (3) consecutive business days after the Landlord may make has knowledge of the repairsinterruption of services, and Tenant shall pay is unable to conduct its business in the reasonable cost affected portion of the repairs Premises due to Landlord within thirty (30) days after receipt the interruption of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)services.

Repairs. (a) From and after the commencement of and during the Term, and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-structural repairs, replacements and renewals necessary to shall keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required all Fixtures which are not the responsibility of Landlord pursuant to plumbingthis Lease to repair) in good condition and, mechanical upon expiration or earlier termination of the Term, shall surrender the same to Landlord in the same condition as when first occupied, reasonable wear and electrical systems exclusively serving tear excepted (to the extent Tenant pays to Landlord (A) in accordance with Section 7.05(g) in connection with a casualty damage to Tenant’s Improvements and Betterments one-half of the sum of (i) the insurance proceeds covering Tenant’s Improvements and Betterments, (ii) the amount of any deductible under the policy insuring Tenant’s Improvements and Betterments and (iii) the amount, if any, by which the cost of repairing and restoring Tenant’s Improvements and Betterments as estimated by a reputable contractor designated by Landlord and reasonably acceptable to Tenant exceeds clauses (i) and (ii) above and (B) in connection with a condemnation proceeding affecting the Premises up or any part thereof, any condemnation proceeds it receives in connection with Improvements and Betterments in the Premises, then Tenant may surrender the Premises to Landlord subject to damage by casualty or condemnation). Subject to the preceding sentence and including except to the tie-extent of the release of liability and waiver of subrogation provided in Section 7.03 hereof, Tenant’s obligation shall include, without limitation, 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 point of connection anywhere in the Building. Any maintenance, repair or replacement to the windows (including, without limitation, any solar film attached thereto), the Building systems, but excluding fire safety systems such the Building’s structural components or any areas outside the Premises and which is Tenant’s obligation to perform shall be performed by Landlord at Tenant’s expense. Tenant shall be responsible to repair and replace as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due necessary any solar film attached to the negligence or willful misconduct exterior windows of the Premises, which repair shall be performed by Landlord at the expense of Tenant, (v) keep to the extent such solar film was damaged after the applicable Commencement Date or Second Commencement Date with respect to the Blocks and maintain all portions with respect to any other space included in the Premises, on the date possession of such space is delivered to Tenant. Landlord and Tenant shall, on or promptly after each Commencement Date or Second Commencement Date or date possession is delivered to Tenant, as applicable, prepare a punchlist indicating which solar film in the applicable part of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions damaged as of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency date of the repair (although notice preparation of such punchlist and Landlord shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units replace same as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Exhibit G. Tenant shall pay not commit or allow to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount be committed any waste or damage to any portion of the cost reconciled in accordance with Premises or the procedure set forth in Section 5(a)(iii)Building.

Repairs. (a) From and after the commencement of and Landlord shall at all times during the TermLease Term maintain in good condition and 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 811311.04/WLA 378421-00002/2-14-20/mem/mem -20- 000 XXXXXXX XXXXXXXXX [Akero Therapeutics, Inc.] restrooms and all Common Areas (collectively, the “Building Structure”, and except the Base Building mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems installed or furnished by Landlord (collectively, the “Building Systems”). Landlord shall also maintain and repair the solar window film on the inside of the exterior Building windows, provided that if damage to such solar window film is caused by Tenant, then Tenant shall pay the cost for any such repairs. 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 (which repairs shall be performed by Landlord at Tenant’s cost and expense). Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor coverings within the Premises, in good order, repair and condition at all times during the Lease Term. In addition, subject to Section 10.3, Articles 11 and 13 of this Lease, Tenant shall, at its Tenant’s own cost expense, but under the supervision and expense: (i) make interior non-structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection subject to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct prior approval of Tenant, (v) keep and maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbishLandlord, and other debriswithin any reasonable period of time specified by Landlord, promptly and (vi) maintain, adequately repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in all damage to the Premises and other portions replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of the Building. If Tenant; provided however, that, if Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) abovedo so, Landlord shall perform said responsibilities on behalf of Tenant have the exclusive right, at Landlord’s option, but not the obligation, to make such repairs and shall directly charge Tenant for the costs thereofreplacements, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 the cost thereof, including Landlord’s standard fee for its involvement with such repairs and replacements, promptly upon being billed for same. Landlord may, but shall not be required to, enter the Premises, as provided in Article 27, below, at all reasonable times 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. Tenant hereby waives any and all rights under and benefits of such estimate on a monthly basis with other items subsection 1 of Rent, with the amounts paid Section 1932 and the amount Sections 1941 and 1942 of the cost reconciled California Civil Code or under any similar law, statute, or ordinance now or hereafter in accordance with the procedure set forth in Section 5(a)(iii)effect.

Repairs. Subject to the provisions of Paragraph 5(b) (arelating to Landlord's repairs during Landlord's Warranty Period), Paragraph 6(e) From (relating to compliance with ADA), Paragraph 11 (relating to Landlord's repair obligations), Paragraph 18 (relating to the partial or total destruction of the Premises) and after Paragraph 19 (relating to the commencement condemnation of and during all or a portion of the Term, and except as set forth in this LeasePremises), Tenant shall, at its own Tenant's sole cost and expense: , keep and maintain the Premises and every part thereof, as well as all equipment serving only the Premises, in good order, condition, and repair, (i) make interior non-structural repairswhether or not the need for any such repairs occurs as a result of Tenant's use, replacements any prior use, the elements or the age of the Premises), and renewals necessary to shall keep and maintain the Premises in full compliance with all applicable laws, rules, regulations, ordinances, and directives of all local, regional, state, and federal governmental authorities. Tenant's repair obligations as good conditionset forth herein shall include, order and repair as without limiting the same are at the commencement generality of the Term foregoing, all equipment within or thereafter may be putserving only the Premises such as plumbing, reasonable wear heating, air conditioning, and use ventilating equipment, electrical lighting facilities, fire sprinklers, alarm systems, interior walls, interior ceilings, floors, windows, doors, plate glass, roof membranes, and damage by fire skylights. Tenant's obligations hereunder shall include restorations, replacements, or other casualty only excepted (it being understoodrenewals, howeverif necessary, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation in order to keep and maintain the Premises in good order, condition, and state of repair; provided, however, that Tenant's obligations to repair and condition)to maintain plumbing, (ii) perform heating, air conditioning, and ventilating equipment, electrical lighting facilities, roofing membrane, fire sprinklers, and alarm systems shall extend only to the routine maintenance, repair and replacement (except for replacement maintenance thereof. In addition to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall Tenant's obligation to maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, includingall damage or injury to any other portion of the Project, without limitationincluding both the Common Area and other lease spaces, those required to plumbingcaused by omission, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in neglect, or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct improper conduct of Tenant, (v) keep its employees, agents, subtenants, assignees or invitees shall be repaired promptly by Tenant at its sole cost and maintain all portions of the Premises in a clean and orderly conditionexpense, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in the Premises and other portions of the Building. If Tenant fails to make any repairs to the Premises for more than fifteen (15) days after notice from reasonable satisfaction of Landlord, or such other reasonable time given the nature and urgency . In connection with Tenant's performance of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) aboveits obligations under this Paragraph, Landlord shall perform said responsibilities on behalf of Tenant make available to Tenant, and if necessary, shall directly charge Tenant for the costs thereofassign to Tenant, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated any warranties held by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate any equipment on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii)Premises.

Repairs. (a) From and after the commencement of and Landlord, during the TermTerm of this Lease and any extension thereof, shall make all repairs and except as set forth in this Lease, Tenant shall, at its own cost and expense: (i) make interior non-replacements to all structural repairs, replacements and renewals necessary to keep the Premises in as good condition, order and repair as the same are at the commencement portions of the Term or thereafter may be put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitationbut not limited to, those required the exterior walls (including doors), roof and foundations, pipes and conduits, and utility installations, adjoining sidewalks, driveways, service areas and curbs (irrespective of any duty on the part of any governmental agency to plumbingmake or order such repairs and replacements), mechanical and electrical systems exclusively serving all repairs and replacements necessary to put and maintain the exterior of the Premises up and parking area (including, but not limited to, filling holes and resealing as necessary, but subject to normal wear and tear), including all improvements now or hereafter thereon, and all appurtenances thereto (including sewer and sewer connections, water and gas pipes and connections, electrical wires and connections) in a safe and tenantable condition and in good order and repair as expected for a comparable single story office flex building in the tie-in Northern Suburbs of Chicago, Illinois, except for those repairs made necessary by the negligent acts of the Tenant or point of connection its employees to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) extent those repairs are not covered by Landlord’s insurance. Landlord shall make all other repairs, replacements and renewals repairs to the interior of the Premises which may be of a structural nature or which are required due caused by structural failures or movement, repairs to the negligence interior of the Premises made necessary by leakage of the roof, or willful misconduct by leakage of any utility installation; provided, however, that Landlord shall not be obligated to make repairs for any structural damage caused by Tenant, (v) its employees, invitees or agents. Lawns, landscaping and shrubbery care and snow removal shall be the responsibility of Landlord and shall be a common area maintenance cost of which Tenant shall pay its proportionate share. Tenant, during the Term of this Lease and any extension thereof, agrees to keep in good order and maintain repair all interior portions of the Premises in a clean and orderly condition(including overhead doors, free of accumulation of dirt, rubbish, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or for the exclusive benefit of Tenant and located in docks contained within the Premises and other portions of the Building. If Tenant fails electric operators thereof,), except such repairs as under this Lease Landlord is required to make any and except repairs to which are made necessary because of faulty construction and except repairs which are the Premises for more than fifteen (15) days after notice from Landlord, or such other reasonable time given the nature and urgency obligation of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost under Paragraph 16 of the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf of Tenant and shall directly charge Tenant for the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this Lease. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with also provide ordinary maintenance for the amounts paid plumbing and light fixtures (within the amount Premises) and shall replace any interior glass (not part of the outside walls) which may be damaged or broken with glass of the same quality. Tenant, at Tenant’s cost, will be responsible for trash removal, janitorial and security for the Premises. In addition, Tenant shall (at Tenant’s cost reconciled and expense) maintain and insure the items listed in accordance with Exhibit D as the procedure set forth in Section 5(a)(iii)Landlord’s Equipment Inventory that are being utilized by Tenant during the Term of this Lease.

Repairs. (a) From Tenant from and after the commencement delivery date, and until the end of and during the Lease Term, and except as set forth in this Lease, Tenant shallagrees that it will be responsible, at its own sole cost and expense: (i) make interior non-structural , for all repairs, maintenance, and replacements to the Leased Premises, including but not limited to the interior and renewals necessary to keep exterior portions of all doors, windows, plate glass; the Premises in as good conditionmechanical, order plumbing, heating, air conditioning, ventilating, and repair as electrical equipment and systems; partitions and all other fixtures, appliances, the same are at the commencement structural components and roof and exterior walls of the Term Building, all grounds, parking lots, facilities, gutters, sidewalks, curbs and other paved walkways and areas on and adjacent thereto, exterior lighting fixtures, water, sewer, gas and other utility connections, pipes and mains, and all other fixtures, machinery and equipment now or thereafter may be hereafter serving the same, and Xxxxxx agrees to put, reasonable wear and use and damage by fire or other casualty only excepted (it being understood, however, that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and condition), (ii) perform routine maintenance, repair and replacement (except for replacement to be performed by Landlord as described below) of the heating, ventilating and air conditioning units exclusively servicing the Premises (the “HVAC Units”) and shall maintain a service contract for the HVAC Units with a reputable HVAC service provider; (iii) perform routine maintenance and repair; of all other utilities within the Premises, including, without limitation, those required to plumbing, mechanical and electrical systems exclusively serving the Premises up to and including the tie-in or point of connection to the Building systems, but excluding fire safety systems such as sprinklers, smoke detectors and fire alarm systems; (iv) make all other repairs, replacements and renewals which are required due to the negligence or willful misconduct of Tenant, (v) keep and maintain all portions of the foregoing in safe, sound, and lawful order and condition and facilities furnished or installed by Tenant. All work in the Premises shall be performed by Tenant in a clean good and orderly conditionworkmanlike manner in compliance with all applicable governmental laws, codes, rules, and regulations, free of accumulation of dirt, rubbishany liens for labor and materials, and other debris, and (vi) maintain, repair and replace electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed subject to such reasonable requirements as Landlord may impose. Landlord shall have the right to post the Premises with a notice of a non-liability in connection with any such work performed by or for on behalf of Tenant. Tennant shall maintain the exclusive benefit HVAC system, electrical system, landscaping, parking lot maintenance and snow removal, the cost of Tenant and located in which shall be the Premises and other portions responsibility of the BuildingTenant. If Tenant fails to make maintain any repairs of these items then Landlord shall have the right to enter into a maintenance contract for the Premises for more than fifteen (15) days after notice from LandlordHVAC system, or such other reasonable time given electrical system, landscaping, parking lot maintenance and snow removal, the nature and urgency of the repair (although notice shall not be required if there is an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of which shall be the repairs to Landlord within thirty (30) days after receipt of an invoice. Notwithstanding that Tenant is responsible for HVAC Units as set forth in Section 10(a)(ii) above, Landlord shall perform said responsibilities on behalf responsibility of Tenant and shall directly charge Tenant for will be added to the costs thereof, which charge shall be in addition to all other items of Rent payable by Tenant under this LeaseNNN amount owed each month. Such charge shall be estimated by Landlord on an annual basis and Tenant shall pay to Landlord 1/12 of such estimate on a monthly basis with other items of Rent, with the amounts paid and the amount of the cost reconciled in accordance with the procedure set forth in Section 5(a)(iii).​