Common use of Repairs Clause in Contracts

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderdamage due to Casualty or Taking excepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if Tenant is in Default or in the case of an emergency, Landlord may, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls walls, exterior doors and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, Landlord shall at its expense, shall perform all non-structural maintenance and repairs (including replacements) to times during the interior of the Premises, and keep the Premises Lease Term maintain in as good condition and repair as when Tenant took possession operating order and as thereafter improved by Landlord and/or Tenantin a manner reasonably commensurate with the maintenance standards of owners of Comparable Buildings, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means 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 (including the foundation and roofStructure”), and the roof and exterior walls and windows of the Building, and all mechanical (including HVAC)Base Building mechanical, electrical, plumbing life safety, plumbing, sprinkler and fire/life-safety HVAC systems serving installed or furnished by Landlord (collectively, the “Building Systems”). In addition, Landlord shall use commercially reasonable efforts, at all times during the Lease Term, to cause the Building Systems to perform in general, excluding additions or upgrades to accordance with the design specifications for such equipment as set forth in the “Base Building systems made by Tenant, whether located inside or outside Plans” as that term is defined in Section 1 of the Work Letter. Except as specifically set forth in this Lease to the contrary, Tenant shall not be required to repair the Building Structure and/or the Building Systems except to the extent required because of Tenant’s use of the Premises for other than normal and customary business office operations. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Building on which the Premises is located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and 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 Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Section 6.4, above, Landlord may, but shall perform its maintenance and repair obligations in a manner consistent with not be required to, enter the landlords of other first class office buildings 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 general vicinity Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11Except as otherwise provided in Article VII, except as resulting from Tenant's negligence or misuse, at its expense, shall perform all non-except as resulting from settling or sagging within standard engineering tolerance (provided that the settling or sagging does not affect the surface or structural maintenance integrity of the Building or in any way materially affect the ordinary and repairs (including replacements) to the interior customary use of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved or any part thereof by Landlord and/or Tenant), or except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), or deterioration resulting from reasonable wear and tear damage, Landlord shall keep in good order, condition and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance repair, the roof of the Building, all gutters and repair obligations shall include downspouts, foundations, exterior (aincluding exterior painting and finish) and structural portions of the Building, all leasehold improvements in Building systems serving the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)Building, and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation plumbing and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively utility lines 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside within or outside of the Premises. The Landlord’s 's obligations shall perform its maintenance include, without limitation, the obligation to make all necessary repairs, replacements or alterations to the roof, the exterior walls, the foundation, the floor slabs and repair obligations in a manner consistent with the landlords of all other first class office buildings in the general vicinity structural elements of the Building., to maintain the Building Parking Area and to maintain in good order and condition the Lot and the other lots, buildings and improvements located within the Park, including but not limited to the Common Areas of the Park (e.g. parking areas, passageways, driveways, sidewalks, roadways, and sewer treatment plant). Landlord shall maintain in good operating condition throughout the Term, reasonable wear and tear excepted, repair and replace the HVAC equipment in the Building, in accordance with the requirements of the Landlord's Plans (expressly excluding the HVAC system(s), if any, not specifically described in Landlord's Plans, (i) unless otherwise mutually agreed upon by Landlord and Tenant in writing or (ii) unless the parties determine that it is difficult or in practical to maintain the HVAC system(s) separately, the parties hereby agreeing in such event that Landlord shall maintain all HVAC systems and shall charge Tenant the incremental cost thereof pursuant to Section 4.2 hereof), and shall assign (to the extent assignable) all

Repairs. Subject 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, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, landscaping, exterior Project signage (specifically excluding any signage of Tenant provided pursuant to Section 11the terms of this Lease), base building stairwells, elevator cabs, plazas, art work, sculptures, men’s and women’s public restrooms, parking areas, Building mechanical, electrical and telephone closets, and all Common Areas and public areas, including base building restrooms and parking areas servicing the Building and/or the Project (collectively, the “Building Structure”) and the base building mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems excepting any portion thereof located within the Premises which was constructed by or for Tenant and/or which exclusively services the Premises (collectively, the “Building Systems”). Notwithstanding anything in this Lease to the contrary, Tenant shall be responsible for all costs to repair the Building Structure and/or Building Systems to the extent required because of Tenant’s use of the Premises for other than normal and customary general office use, or as a result of damage caused by Tenant’s negligence or willful misconduct. Tenant shall, at its Tenant’s own expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of keep the Premises, including all improvements, fixtures, furnishings, and keep systems and equipment therein and exclusively servicing the Premises in (including, without limitation, plumbing fixtures and equipment such as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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, and insta-hot dispensers), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and plumbing) within any reasonable period of time specified by Landlord, promptly and similar facilities exclusively serving adequately repair all damage to the PremisesPremises and replace or repair all damaged, whether located inside broken, or outside worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of the PremisesTenant; provided however, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoingthat if Tenant fails to make such repairs, Landlord may, if requested by Tenantbut need not, perform make such maintenance repairs and repairs on Tenant’s behalfreplacements, in which case and Tenant shall pay LandlordLandlord the cost thereof, upon demand, including a percentage of the actual, documented 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 work plus a coordination fee equal to 5% of such costrepairs and replacements forthwith upon being billed for same. Landlord may, but shall perform not be required to, enter the Premises at all maintenance 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 repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, releases any and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving rights it may have at law or in equity to make repairs at the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside expense of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if Tenant is in Default or in the case of an emergency, Landlord may, if requested by Tenantat its option, perform such maintenance and end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.Base

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession repair, and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderdamage from a Casualty or Taking excepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demandwithin 15 days after Tenant receives a demand and reasonable evidence of the cost, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and rooffoundation), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11During the entire Lease Term, Tenant, at its expense, Landlord shall perform all nonmaintain in first-structural maintenance class condition and repairs (including replacements) to the interior of the Premises, operating order and keep the Premises in as good repair and condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building Building, including without limitation the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including the foundation and roofelevator shafts), the roof stairs, stairwells, elevator cab, men’s and exterior walls women’s washrooms, Building mechanical, electrical and windows of telephone closets, and all common and public areas servicing the Building, including the parking areas, landscaping and all mechanical exterior Project signage (including HVAC)collectively, “Building Structure”) and the Base Building mechanical, electrical, life safety, building access, plumbing , sprinkler systems and fire/life-safety HVAC systems serving (other than the Tenant Maintained Systems) (collectively, the “Building Systems”) and the Project Common Areas. Without modifying Landlord’s obligations set forth above, pursuant to the terms of Section 1.1.1 of this Lease, Landlord shall promptly cure any latent defects in the Premises brought to Landlord’s attention in writing within one (I ) year following Landlord’s delivery of the Premises to Tenant. In addition, Landlord hereby warrants that the Building Systems (exclusive of Tenant Maintained Systems, but including without limitation all other mechanical, electrical, life safety, building access, plumbing, sprinkler systems and HVAC systems in generalthe Premises and not included within the definition of Building Systems) are, as of the Effective Date, in reasonably good working order and condition for Permitted Use, and that any actual defects thereto (excluding additions de minimus defects) brought to Landlord’s attention in writing within one (1) year following Landlord’s delivery of the Premises to Tenant, shall be repaired or upgrades replaced (to the extent reasonably necessary) by Landlord, at Landlord’s sole cost and expense (i.e., not to be included as an Operating Expense), but only to the extent such Building systems made defects were not caused or otherwise contributed to by Tenant; provided, whether however, and except to the extent resulting directly from the particular nature of Tenant’s tissue culture room and rodent vivarium uses, in no event shall Tenant’s use of the Premises for the Permitted Use in the ordinary course of business be deemed to be a cause or contributing factor to any defects. Notwithstanding anything in this Lease to the contrary, Tenant shall be required to repair the Building Structure and/or the Building Systems to the extent caused by Tenant’s use of the Premises for other than the Permitted Use (but which for purposes of this provision shall not apply to the extent resulting directly from particular nature of Tenant’s tissue culture room and rodent vivarium uses), 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 foregoing obligations will hereinafter be defined as the “BS/BS Exception”). Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures and furnishings therein, in good order, repair and condition at all times during the Lease Term, but such obligation shall not extend to the Building Structure and the Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances (but such obligation shall not extend to the Building Structure and the Building Systems except pursuant to the BS/BS Exception) except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant’s failure to repair within ten (10) business days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord’s out-of-pocket cost in direct connection therewith, 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 to the extent arising from Landlord’s involvement with such repairs and replacements upon receipt of a reasonably detailed invoice for same. Subject to Article 27 below, 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 inside in the Project as Landlord shall desire or outside of deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, or (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant’s use of, or access to, the Premises; provided that, with respect to item (ii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the Premises. Landlord’s shall perform its maintenance Tenant hereby waives any and repair obligations in a manner consistent with the landlords all rights under and benefits of other first class office buildings in the general vicinity subsection l of Section 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as existed when Tenant took possession and as thereafter improved by Landlord and/or Tenantimproved, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to to, and keep in good condition and repair, (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if Tenant is in Default of its repair and/or maintenance obligations hereunder (or in the case of any emergency), Landlord may, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises Except as otherwise provided in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing7, Landlord mayshall maintain, if requested by Tenant, perform such maintenance repair and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, replace the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows structural elements of the Building, including, without limitation, the roof, structural walls (if any), ceiling slabs (if any), floors, footings and foundation (collectively, the “Structural Elements”) as necessary to keep such elements in good condition and repair. Landlord shall also be responsible for (or shall cause such appropriate party in connection with Park areas beyond the Lot to be responsible for) (i) all exterior maintenance, repairs and replacements necessary to keep in good condition and working order all common areas of the Park, and 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 such parking areas, driveways and walkways, (ii) providing the Base Buildingservices and performing the maintenance work set forth in Section 4.2 and Article 7 hereof, including all Base Building elements of the Premisesand in Exhibit “D” attached hereto, and (iii) performing necessary repairs and replacements to maintain the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows watertight integrity of the Building, including but not limited to the roof, exterior wall, windows and skylights. Landlord shall also maintain, repair and replace the HVAC, life/safety, plumbing, electrical and mechanical equipment in the Building, such that it shall be in good operating condition throughout the Term. Landlord shall make all mechanical (including HVAC), electrical, plumbing of such repairs and fire/life-safety systems serving replacements necessary to maintain the Building foregoing in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of good working order comparable other first class office buildings in the general vicinity Boston northwest suburban area and in compliance with all laws and this Lease and all costs and expenses under this Section 5.1.3 shall constitute Landlord’s Operating Costs to the extent included therein pursuant to the provisions of Section 4.2, except that Landlord shall be responsible at its sole cost and expense without pass-through to the BuildingTenant (except if caused by the negligence or willful misconduct of Tenant, 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 Structural Elements (other than the roof membrane, for which the costs of repair, maintenance and replacement may be included in Landlord’s Operating Costs to the extent permitted under Section 4.2). All other routine and ordinary 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 gives notice to Landlord of a condition which Tenant believes requires Landlord’s repairs or a condition which, if left uncorrected, will necessitate Landlord’s repair (provided that Landlord’s repair and maintenance obligations shall not be subject to receipt of notice from Tenant thereof), then, in accordance with the terms of this Section 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, of which Tenant has actual knowledge, 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. Subject to Section 11From and after the Occupancy Date, Tenantand except as set forth in this Lease, the Tenant shall, at its own cost and expense, shall perform all : (i) make interior non-structural maintenance repairs, replacements and repairs (including replacements) renewals necessary to the interior of the Premises, and keep the Premises in as good condition condition, order and repair as when Tenant took possession and as the same are at the commencement of the Term or thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall may be governed by the terms of Article 11 of this Lease, below)put, reasonable wear and tear use and repairs damage by fire or other casualty only excepted (it being understood, however, that are Landlord’s express responsibility hereunder. Tenant’s maintenance the foregoing exception for reasonable wear and use shall not relieve the Tenant from the obligation to keep the Premises in good order, repair obligations shall include (a) all leasehold improvements in the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2condition), (ii) perform maintenance, repair and any leasehold improvements installed pursuant to any prior leasereplacement of the heating, but excluding ventilating and air conditioning units servicing the Base Building Premises (the “Leasehold ImprovementsHVAC Units”)) and maintain a service contract for the HVAC Units exclusively serving the Premises with a reputable HVAC service provider; (biii) make all supplemental heatingother repairs, ventilation replacements and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensersrenewals which are required due to the negligence or willful misconduct of the Tenant, and plumbing(iv) keep and similar facilities exclusively maintain all portions of the Premises in a clean and orderly condition, free of accumulation of dirt, rubbish, and other debris. The Tenant shall provide customary cleaning and rubbish removal service to the Premises on each business day as required. From and after the commencement of and during the Term, the Landlord shall (i) 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, pipes, conduits serving the Premises, whether located inside floor slabs and other structural supports of the Building in good and sound condition; (ii) keep the Building and all electrical, mechanical, plumbing and other building systems and the parking areas, sprinklers and other improvements on the Property in as good condition, order and repair as the same are at the commencement of the Term or outside thereafter may be put, as per paragraph 37, damage by fire or other casualty only excepted; and (iii) keep the landscaping, sidewalks, common areas and corridors, stairways, elevators and all other public portions of the Property and Building in good order, condition and repair and in a safe and clean condition free from ice and snow. Except as otherwise expressly set forth herein, the costs and expenses of Landlord’s repairs, replacements and renewals shall be considered Common Expenses, subject to the limitations contained therein (including, without limitation, the requirement that certain expenses be capitalized). Tenant shall not place a load upon any floor of the Premises which exceeds the load per square foot which such floor was designed to carry provided Landlord has notified Tenant in writing of all such load limits. Landlord shall have no liability to Tenant nor shall Tenant’s covenants and obligations under this Lease be reduced or abated in any manner whatsoever by reason of any inconvenience, annoyance, interruption or injury to business arising from Landlord’s making any repairs or changes which Landlord is permitted to perform by this Lease, in or to any portion of the Premises, or the Building and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding other improvements to the foregoing, Premises so long as Landlord may, if requested by Tenant, perform such maintenance and repairs on uses commercially reasonable efforts to minimize any resulting disruption to Tenant’s behalfaccess to and use of the Premises and provided that any such interruption shall not exceed a period of time in excess of fourteen days. If such interruption exceeds a period of fourteen days, Tenant obligations to pay rents and fees hereunder shall be equitably abated. Landlord shall provide Tenant with not less than 48 hours written notice prior to Landlord’s entry into the Premises to perform any repairs or changes, except in the event of an emergency in which case Tenant only such notice, if any, as is appropriate shall pay Landlord, upon demand, the actual, documented cost be given to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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 maymay at its option, if requested by or shall on Tenant’s request, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented actual cost to Landlord for of such work plus a coordination fee equal to 5% of such costcost (and if Landlord’s employees or management personnel perform such work, no other overhead fee or profit percentage will be charged). Landlord shall perform all maintenance and repairs repairs, at Landlord’s sole cost, or subject to reimbursement of Expenses pursuant to Section 4 of this Lease, as appropriate, to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas, to a standard consistent with first-class office buildings. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject (a) Landlord shall maintain and keep the Common Areas of the Building and the Project in a good, clean and neat working order, condition and repair. Landlord shall make all necessary repairs and replacements, within a reasonable period following receipt of notice of the need therefor from Tenant, to Section 11(i) the footings, foundation, floor slab, sub-grade below floor slab and structural components (defined as the steel, floor slab, foundations, load-bearing interior and exterior walls, joists, steel frames and 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 all Building standard equipment used by Tenant in common with other tenants in good condition and repair and to replace same at the end of such equipment’s normal and useful life, reasonable wear and tear and 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 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. (b) Tenant, at its expense, (i) shall perform keep the Premises and all non-structural fixtures contained therein in a safe, clean and neat condition, and (ii) shall bear the cost of maintenance and repair, by contractors selected by Landlord, of all facilities which are not expressly required to be maintained or repaired by Landlord and which are located in the Premises, including, without limitation, lavatory, shower, toilet, wash basin and kitchen facilities, and supplemental heating and air conditioning systems (including all plumbing within the Premises connected to said facilities or systems installed by or on behalf of Tenant or existing in the Premises at the time of Landlord’s delivery of the Premises to Tenant); provided Tenant shall not be responsible for maintenance and repairs (attributable to latent defects, Hazardous Materials not caused by Tenant or pre-existing violations of Laws, including replacements) the ADA and IECC. Tenant shall make all repairs to the interior Premises not required to be made by Landlord under subparagraph (a) above with replacements of any materials to be made by use of materials of equal or better quality. Tenant shall do all decorating, remodeling, alteration and painting required by Tenant during the Lease Term. Tenant shall pay for the cost of any repairs to the Premises, and keep the Building or the Project made necessary by any negligence or willful misconduct of Tenant or any of its assignees, subtenants, employees or their respective agents, representatives, contractors, or other persons permitted in or invited to the Premises in as good condition or the Project by Tenant. If Tenant fails to make such repairs or replacements within fifteen (15) days after written notice from Landlord, Landlord may at its option make such repairs or replacements, and repair as when Tenant took possession and as thereafter improved by shall upon demand pay Landlord and/or Tenantfor the cost thereof, except for damage by casualty together with an administration fee equal to five percent (which shall be governed by 5%) of such costs. (c) Upon the terms of Article 11 expiration or earlier termination of this Lease, below)Tenant shall surrender the Premises in a safe, clean and neat condition, except for normal wear and tear, casualty loss, condemnation and repairs that are not Tenant’s obligation hereunder. Prior to the expiration or earlier termination of this Lease, Tenant shall remove from the Premises (i) all trade fixtures, furnishings and other personal property of Tenant, except as otherwise set forth in Paragraph 4(b) of this Lease, and (ii) all computer and phone cabling and wiring installed by or on behalf of Tenant, and Tenant shall repair all damage caused by such removal, and shall restore the Premises to its original condition, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) In addition to all leasehold improvements other rights Landlord may have, in the Premisesevent Tenant does not so remove any such fixtures, whenever and by whomever installed furnishings or paid forpersonal property, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant shall be deemed to any prior lease, but excluding have abandoned 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalfsame, in which case Tenant Landlord may store or dispose of the same at Tenant’s expense, appropriate the same for itself, and/or sell the same in its discretion. (d) Tenant, its permitted subtenants and contractors, and their respective agents, employees, licensees and guests, shall pay have access to the Premises at all times, 24 hours per day, every day of the year, subject to Landlord, upon demand’s reasonable access procedures, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance project’s rules and repairs to (i) the roof regulations and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building other reasonable limitations set forth in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingthis Lease.

Repairs. Subject to Section 11, Tenant, at its expense, Landlord shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, maintain in good operating order and keep the Premises in as good repair and condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building Building, including, without limitation, the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass and mullions, columns, beams, shafts (including the foundation and roofelevator shafts), the roof stairs, parking areas, landscaping, fountains, water falls, exterior Project signage, stairwells, elevator cabs, plazas, art work, sculptures, men’s and exterior walls women’s washrooms, building mechanical, electrical and windows of the Buildingtelephone closets, and all mechanical common and public areas (including HVAC)collectively, “Building Structure”) and the mechanical, electrical, plumbing life safety, plumbing, sprinkler systems and fire/life-safety HVAC systems serving the Building in general, excluding additions or upgrades to such Building systems made which were not constructed by Tenant, whether its partners, subpartners and their respective officers, agents, servants, employees, and independent contractors, are not located inside or outside in the Premises, and/or do not exclusively service the Premises (collectively, the “Building Systems”). Notwithstanding any provision in this Lease 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 Tenant’s own expense, pursuant to the terms of this Lease, including without limitation Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, all systems and equipment therein, and the floor or floors of the Building on which the Premises are located (collectively, the “Maintenance Items”), in good order, repair and condition at all times during the Lease Term (but such obligation shall not extend to the Building Structure and the Building System except pursuant to the BS/BS Exception). Tenant agrees to repair any damage to the Premises, Building 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 limitation Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances and/or Maintenance Items (but such obligation shall not extend to the Building Structure and the Building System except pursuant to the BS/BS Exception), except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant. In addition, Tenant covenants and agrees that Tenant shall, at Tenant’s sole cost, maintain all 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 such Maintenance Items have been and are being maintained to such operating manual specifications; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs and/or maintain any Maintenance Items as required herein, Landlord may, but need not, make such repairs and replacements or perform its such maintenance and/or contract with a service provider to perform such maintenance on a regular basis, and repair obligations in Tenant shall pay Landlord the cost thereof, including a manner consistent percentage of the cost 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 landlords of other first class office buildings Premises at all reasonable times and upon reasonable notice to Tenant to perform maintenance on and make repairs to the Premises as described in the general vicinity 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 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, Landlord shall at its expense, shall perform all non-structural maintenance and repairs (including replacements) to times during the interior of the Premises, and keep the Premises Lease Term maintain in as good condition and repair as when Tenant took possession and as thereafter improved 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 the Building's mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems and equipment installed or furnished by Landlord and/or Tenant(collectively, except for damage by casualty (which the "Building Systems"). Landlord’s cost to perform such work shall be governed by considered Operating Expenses. (The Supplemental HVAC and generator described in Article 6 are not considered part of the terms of Article 11 of Building Systems, and Landlord therefore has no obligation to maintain them.) Except as specifically set forth in this LeaseLease to the contrary, below)Tenant shall not be required to repair the Building 1064686.11 20 Structure and/or the Building Systems. Tenant shall, reasonable wear at Tenant's own expense, keep the Premises, including all improvements, fixtures, furnishings, and tear systems and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include equipment in or exclusively serving the Premises (including, without limitation, (a) all leasehold improvements in the Premises, whenever plumbing fixtures and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)equipment such as dishwashers and garbage disposals, and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all equipment located in the Premises that is utilized to supply supplemental heatingHVAC to the Premises) in good order, ventilation repair and air conditioning unitscondition at all times during the Lease Term. In addition, kitchens (including hot water heatersTenant shall, dishwashersat Tenant's own expense, garbage disposals, insta-hot dispensersbut under the supervision and subject to the prior approval of Landlord, and plumbing) within any reasonable period of time specified by Landlord, promptly and similar facilities adequately repair and replace all damaged, broken, or worn fixtures and appurtenances in the Premises or exclusively serving the Premises, whether located inside except for damage caused by ordinary wear and tear or outside beyond the reasonable control of the PremisesTenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs or replacements within 30 days after receiving Landlord's written demand, Landlord may, but need not, make such repairs and replacements, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23)Tenant shall pay Landlord the cost thereof to reimburse Landlord for its actual out-of-pocket cost thereof within 30 days of being billed for same. Notwithstanding the foregoing, Landlord shall be responsible for repairs to the Building Structure and Building Systems, except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that to the extent such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense (subject to the terms of Section 10.5 below). Landlord may, if requested but shall not be required to (except to the extent otherwise provided in this Lease or required by TenantApplicable Law), perform such maintenance and repairs on Tenant’s behalfenter 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 Tenant no prior written notice shall pay Landlordbe required, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. but Landlord shall perform 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 be required to do by governmental or quasi-governmental authority or court order or decree or the terms of this Lease. Tenant hereby waives and releases any and all maintenance rights under and repairs to (i) the roof benefits of subsection 1 of Section 1932 and exterior walls Sections 1941 and windows 1942 of the BuildingCalifornia Civil Code or under any similar law, (ii) the Base Buildingstatute, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building or ordinance now or hereafter in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingeffect.

Repairs. Subject to Section 11, Tenant, at its expense, (a) Tenant shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises (including, without limitation, all Fixtures) in as good condition and repair and, upon expiration or earlier termination of each applicable Term, shall surrender the applicable Premises to Landlord in the same condition as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)first occupied, reasonable wear and tear excepted and repairs that are Landlord’s express responsibility hereunderotherwise in the condition required under Section 4.03(c). Tenant’s maintenance obligation shall include, without limitation (and notwithstanding the provisions of Section 4.05(b) below), the obligation to repair obligations all damage caused by Tenant, its agents, employees, invitees and licensees to the equipment and other installations in the Premises or anywhere in the Building. Any maintenance, repair or replacement to the windows, the Building systems, the Building’s structural components or any areas outside the Premises and which is Tenant’s obligation to perform shall include be performed by Landlord at Tenant’s reasonable expense. Tenant shall not commit or allow to be committed any waste or damage to any portion of the Premises or the Project. (ab) Subject to the second sentence of Section 4.05(a), Landlord, at Landlord’s expense (but subject to reimbursement by way of Operating Expenses to the extent includable therein), shall operate, maintain, repair and replace, if necessary, (i) all leasehold improvements structural portions of the Building, such as, by way of example only, the roof, foundation, footings, exterior walls, load-bearing columns, ceiling and floor slabs, windows, window s▇▇▇▇ and sashes, (ii) all common and public service areas of the Building, including, without limitation, all common elevators, (iii) all Building systems serving the common and public service areas and the Premises and (iv) all fixtures located in the core restrooms in the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)throughout the Term, and any leasehold improvements installed pursuant in such a manner as is consistent with the maintenance, operation and repair standards of First Class Office Buildings; provided, that Landlord’s obligations under this Section 4.05(b) shall be limited 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 dispensersareas of, and plumbing) installations within, the Building which Tenant is entitled to use or which otherwise serve the Premises and similar facilities exclusively serving Landlord shall have no liability to Tenant for any failure to maintain such standards except to the Premises, whether located inside or outside extent such failure materially and adversely affects Tenant’s use and enjoyment of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if any damage repaired by Landlord may, if requested under this Section 4.05(b) is caused by Tenant, perform such maintenance and repairs on Tenant or any of Tenant’s behalfagents, in which case Tenant employees, invitees and licensees, such repair shall pay Landlord, upon demand, the actual, documented cost to be performed by Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by at Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingreasonable expense.

Repairs. Subject to (a) Except as provided in Section 1110.(b), TenantTenant shall, at its Tenant's sole cost and expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantrepair. In particular, except for damage by casualty (above Building standard improvements which shall be governed by are fully contained in the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in Premises or exist outside the Premises, whenever and by whomever but were installed or paid forare maintained to exclusively serve the Premises (including, including any without limitation: the service elevator dedicated to Tenant Improvementsand the Demised Premises which connects the lower level parking area, any Alterations (defined in Section 7.2)the first and fourth floors, interior glass panels and any leasehold improvements installed pursuant to any prior leasepartitions; executive lavatories, but excluding the Base Building (the “Leasehold Improvements”)showers, toilets and basins; (b) all supplemental kitchen facilities; package unit heating, ventilation and air conditioning unitssystems; and each of the foregoing improvements' respective mechanical, kitchens (including hot water heatersplumbing and electrical connections to the base Building systems). Tenant shall use Landlord or Landlord's approved subcontractors for all work related to the mechanical, dishwashersplumbing, garbage disposalsheating, insta-hot dispensersventilation, air conditioning, electrical, lighting, energy management, and plumbing) and similar facilities exclusively serving the Premisesfire/life safety systems; and, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines such work may be performed in an emergency (defined in Section 2312.(b)) without prior demand upon Tenant with the contractor's charge for same payable by Tenant to Landlord as Additional Rent. Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord not be responsible for making capital expenditures in connection with such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to unless (i) the roof and exterior walls and windows of the Buildingrequired by Section 6, (ii) the Base Buildingsuch repairs relate to 15 Real Estate/Newport Beach Lease(3) improvements installed by or on behalf of Tenant, including all Base Building elements of the Premises, and or (iii) are necessitated by Tenant's acts or omissions. (b) Landlord shall, at Landlord's cost and expense (except to the extent such costs constitute Operating Expenses or Capital Expenses), repair and maintain the Common Areas. As used herein, “Base Building” means the structural portions and the roof of the Building (including the foundation and roofparking garage), and all basic mechanical, electrical, plumbing, heating, ventilation, and air conditioning systems providing service to all tenants in the roof Building. Payment of such expenses by Tenant to Landlord shall be subject to Sections 5 and exterior 6 of this Lease. Notwithstanding the foregoing, if any such maintenance or repair is caused in part or in whole by the negligence or willful misconduct of Tenant, its agents, servants, employees, licensees, or invitees, then Tenant shall pay to Landlord as Additional Rent all charges for such maintenance and repairs. Tenant shall take all necessary action to prevent any additional or future damage which Landlord believes may be caused by Tenant, its agents, servants, employees, licensees, or invitees (whether as an isolated incident or as a continuous course of conduct, or whether individually or as a group), and Tenant's failure to take such action shall be a material breach of this Lease (after the expiration of applicable notice and cure periods). (c) Provided Landlord uses reasonable efforts to minimize interference with Tenant's use of the Premises, Landlord reserves the right to: (i) Install, repair, maintain, relocate, or replace plumbing, electrical, HVAC, and other mechanical systems above the ceiling, below the floor, within the walls and windows central core; (ii) Temporarily close the Common Areas or Building for maintenance, repair, improvement, or alteration of the Building or Common Areas, or make changes to the Common Areas, including, without limitation, changes affecting ingress, egress, traffic flow, landscaping, and parking facilities; and (iii) Perform such other acts or make such other changes to the Building and Common Areas that Landlord may deem appropriate. (d) Landlord shall not be liable to Tenant for any failure by Landlord to perform the repairs and maintenance required of Landlord hereunder, unless such failure persists for an unreasonable time after the earlier of (i) Tenant notifies Landlord in writing of the specific need for such repairs or maintenance or (ii) Landlord otherwise becomes aware of such repair or maintenance. There shall be no abatement of Rent and no liability of Landlord by reason of any injury to, or interference with, Tenant's business arising from the making of any repairs, alterations, or improvements in or to any portion of the Building, Common Areas, or Premises. Tenant waives any right to make repairs at Landlord's expense pursuant to California Civil Code section 1942 or any similar law, statute, or ordinance. Notwithstanding anything to the contrary contained in this Lease, in the event Landlord fails to make such repairs (regardless if such failure is beyond the reasonable control of Landlord) and such failure renders the Premises or any material portion thereof untenantable or unsuitable for the conduct of Tenant's business for a period of more than three (3) consecutive business days, then all mechanical monetary obligations under this Lease shall abate from and after such three (including HVAC)3) day period until the P▇▇▇▇▇es is again rendered tenantable and suitable for the conduct of Tenant's business therefrom. In addition, electricalin the event Landlord fails to make such repairs and such failure renders the Premises or any material portion thereof untenantable or unsuitable for the conduct of Tenant's business for a period of forty-five (45) consecutive days or more, plumbing or for more than forty-five (45) days in the aggregate in any twelve (12) month period, then Tenant shall have the right to terminate this Lease by giving written notice thereof to Landlord at any time until the Premises is again rendered tenantable and fire/life-safety systems serving suitable for the Building in general, excluding additions or upgrades conduct of Tenant's business therein; such termination to such Building systems made by Tenant, whether located inside or outside be effective as of the Premises. Landlord’s shall perform its maintenance and repair obligations date set forth in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingsaid notice.

Repairs. Subject to Section 11Except as otherwise provided in Article 7, except as resulting from Tenant’s negligence or misuse, at its expense, shall perform all non-except as resulting from settling or sagging within standard engineering tolerance (provided that the settling or sagging does not affect the surface or structural maintenance integrity of the Building or in any way materially affect the ordinary and repairs (including replacements) to the interior customary use of the Premises, or any part thereof by Tenant), Landlord shall maintain the structural integrity of the Building, including but not limited to the roof, exterior walls, and windows and skylights. Landlord shall also be responsible for (i) all exterior maintenance, repairs and replacements necessary to keep the Premises in as good condition and working order all common areas of the Building and the Park, and 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 such parking areas, driveways and walkways, (ii) providing the services to the Building and Premises (including all utilities) and performing the maintenance work set forth in Section 4.2 and Article V 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 as when Tenant took possession and as thereafter improved by Landlord and/or Tenantreplace the HVAC equipment in the Building, except for damage by casualty (which such that it shall be governed by in good operation condition throughout the terms of Article 11 of this Lease, below)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 laws and all costs and expenses under this Section 5.1.3 shall be included in Landlord’s Operating Costs pursuant to the provisions of Section 4.2, except as set forth therein to the contrary. All other repairs and maintenance, except as specifically otherwise provided for herein, shall be the responsibility of Tenant. In the event that Tenant gives notice to Landlord of a condition which Tenant believes requires Landlord’s repairs or a condition which, if left uncorrected, will necessitate Landlord’s repair, then, in accordance with the terms of this Section 5.1.3, Landlord shall respond promptly to investigate such condition, and, if such repairs are Landlord’s express responsibility obligation hereunder, Landlord shall commence promptly to repair same and to diligently complete said repair. TenantTenant 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 maintenance and repair obligations shall include (a) 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 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 this Section 23)5.1.3. Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay 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, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.;

Repairs. Subject 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 (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts, stairs, parking areas, landscaping, exterior Project signage, stairwells, men's and women'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 to the extent such costs are expressly included in Operating Expenses pursuant to Section 114.2.4(xii) or (xiii) of this Lease. Notwithstanding anything in this Lease 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 expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of keep the Premises, including all Building Systems (except to the extent otherwise expressly provided in Section 6.2, above), improvements, fixtures and keep furnishings therein, and the floor (other than the slab or slab membrane) of the Building on which the Premises are located, in as good order, repair and condition at all times during the Lease Term (but such obligation shall not extend to the Building Structure except pursuant to the 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 as when Tenant took possession all damage to the Premises and as thereafter improved by Landlord and/or Tenantreplace 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 casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable 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 (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 that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations replacements, and Tenant shall include (a) all leasehold improvements in pay Landlord the Premises, whenever and by whomever installed or paid forcost thereof, 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 the Premises, whether located inside or outside a percentage of the Premisescost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and whenever other costs or expenses arising from Landlord's involvement with such repairs and by whomever installed or paid for; and (c) all Lines (defined in Section 23)replacements forthwith upon being billed for same. Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord be responsible for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the exterior walls, foundation and roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows floors of the Building, and all mechanical (including HVAC)the systems and equipment of the Building, electricalexcept to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, plumbing and fire/life-safety systems serving however, that if such repairs are due to the Building in general, excluding additions negligence or upgrades to such Building systems made by willful misconduct of Tenant, whether 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. 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 inside in the Project as Landlord shall desire or outside deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, or (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Landlord’s shall perform its maintenance Tenant hereby waives any and repair obligations in a manner consistent with the landlords all rights under and benefits of other first class office buildings in the general vicinity subsection 1 of Section 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as existed when Tenant took possession and as thereafter improved by Landlord and/or Tenantimproved, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 lease (the “Leasehold Improvements”), but excluding the Base Building; (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 any Supplemental Systems 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, if a Default (defined in Section 19.1) or an emergency exists, Landlord may, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (including replacements) to, and keep in good condition and repair, (i) the roof and exterior walls walls, windows and windows window mullions of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used hereinIn addition, “Base (a) if, at any time during the initial Term, any fixture, finish or other improvement that exists in the restrooms or the elevator lobby located in the Premises (other than any non-Building” means the structural portions -standard item that may be installed as part of the Building Tenant Improvements or any Alteration) fails to operate in accordance with its design specifications or otherwise is in need of repair (including the foundation and roofother than by reason of a Casualty, an Act of Tenant, or an Alteration), then Landlord, at its expense (which may be included in Expenses), shall promptly correct such defect and/or perform such repair; and (b) if, at any time during the roof and exterior walls and windows first year of the Buildinginitial Term, any plumbing fixture that exists in the Premises (but outside the restrooms in the Premises) on the date hereof and all mechanical is not replaced or altered by the Tenant Improvements or any Alteration fails to operate in accordance with its design specifications or otherwise is in need of repair (including HVACother than by reason of a Casualty, an Act of Tenant, or an Alteration), electricalthen Landlord, plumbing and fire/life-safety systems serving the Building at its expense (which may be included in generalExpenses), excluding additions or upgrades to shall promptly correct such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall defect and/or perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingsuch repair.

Repairs. Subject to Section 11, Tenant, (a) Tenant shall be solely responsible for and shall keep and repair at its expenseown expense entire premises, shall perform including but not limited to the roof, the exterior walls of the leased premises (including but not limited to: painting, graffiti removal, vandalism and damage), the ventilating, plumbing, electrical wiring, lights, fixtures, glass, doors, floors and floor coverings, sewage facilities, grease traps, air conditioning and heating and all other structural and non-structural maintenance and repairs (including replacements) to the interior parts of the Premisespremises, interior and keep the Premises exterior in as good condition including exterior painting and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderroof repairs. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested but IS NOT REQUIRED TO MAKE any such repairs which become necessary or desirable by reason of the neglect or negligence of the Tenant, perform such maintenance and repairs on Tenant’s behalfits agents, in which case servants, employees or customers. The Tenant shall pay Landlord, upon demand, the actual, documented cost be responsible to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) maintain the roof and (in a watertight condition), gutters, foundation, exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including glass and doors) down spouts and all other major structural portions of the foundation and roof)premises, the parking and alleyways surrounding the building and the building including the concrete floors in good condition. In no event shall the Landlord shall be liable to tenant for any water damage caused by any defect or required repair to the roof and exterior walls and windows or any portion of the Buildingpremises. Notwithstanding that the Lessee shall be responsible for all repairs to the premises, the Tenant agrees to give Landlord immediate notice in writing of any major repairs required and/or being performed. (b) Lessee agrees to keep and all mechanical (including HVAC)maintain the parking lot and the alleyways immediately surrounding the leased premises and to keep the Premises, electricalfree from its trash and debris. In the event the Tenant fails or refuses to so maintain the premises or any portion thereof, plumbing and fire/life-safety systems serving the Building in generalLandlord may, excluding additions or upgrades to such Building systems made by Tenantat its option, whether located inside or outside do so at the expense of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the BuildingTenant.

Repairs. Subject to Section 11By entry, Tenant accepts the Temporary Premises as being in good and sanitary order, condition and repair. Tenant, at its Tenant’s sole cost and expense, shall perform all non-structural maintenance continue to keep, maintain and repairs (including replacements) preserve the Temporary Premises in the same manner and to the interior same extent as set forth in the Sublease. Tenant acknowledges, agrees and affirms that Landlord has made no representations to Tenant respecting the condition of the PremisesPremises or the Building. Without limiting the foregoing, Tenant shall, at Tenant’s sole expense, be responsible for repairing any area damaged by Tenant, Tenant’s agents, employees, invitees and visitors. All repairs and replacements by Tenant shall be made and performed: (a) at Tenant’s cost and expense and at such time and in such manner as Landlord may reasonable designate, (b) by contractors or mechanics approved by Landlord, which approval shall not be unreasonably withheld, (c) so that same shall be at least equal in quality, value and utility to the original work or installation, (d) in a manner and using equipment and materials that will not interfere with or impair the operations, use or occupation of the Building or any of the mechanical, electrical, plumbing or other systems in the Building, and keep (e) in accordance with the Rules and Regulations attached to the Lease as EXHIBIT D and all Applicable Laws. In the event Tenant fails, in the reasonable judgment of Landlord, to maintain the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by accordance with the terms of Article 11 of this obligations under the Lease, below)Landlord shall have the right, reasonable wear but not the obligation, to enter the Temporary Premises and tear and perform such maintenance, repairs that are Landlord’s express responsibility hereunder. or refurbishing at Tenant’s maintenance sole cost and repair obligations shall include (a) 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 expense (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbinga sum for overhead to Landlord equal to ten percent (10%) and similar facilities exclusively serving the Premises, whether located inside or outside of the Premisescost of the maintenance, and whenever and by whomever installed repairs or paid for; and (c) all Lines (defined in Section 23refurbishing). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance repair and repairs to (i) maintain the roof exterior and exterior structural parts of the 380 ▇▇▇▇▇▇▇▇ Building including without limitation the foundations, structural load-bearing columns and walls and windows of the Building, (ii) the Base Buildingroof, including all Base Building elements roof structure, roof membranes and exterior walls; the utility pipes, wiring and conduits to their point of connection to the Temporary Premises; the sidewalks; and the structural or capital aspects of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions parking area so that all of the Building (including the foundation foregoing are kept in good order and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingrepair.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as existed when Tenant took possession and as thereafter improved by Landlord and/or Tenantimproved, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear tear, casualty and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demandwithin thirty (30) days following Tenant’s receipt of a ▇▇▇▇ therefor, the actual, documented cost to Landlord for of such work plus a coordination fee equal to in the amount of 5% of the cost of such costwork. Landlord shall perform maintain in first-class condition and repair and in accordance with all maintenance and repairs to Laws, (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, 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 prevented from using, and does not use, the Premises or any portion thereof, 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 perform its maintenance be abated or reduced, as the case may be, from and repair obligations in 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 manner consistent with the landlords of other first class office buildings portion thereof, in the general vicinity proportion that the rentable square feet of the Buildingportion of the Premises that Tenant is prevented from using, and does not use, bears to the total rentable square feet of the Premises; provided, however, that Tenant shall only be entitled to such abatement of Rent 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 shall be 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 not be applicable.

Repairs. Subject to Section 1110.01 Tenant shall take good care of the Premises and the fixtures and appurtenances therein, Tenant, at its expense, and shall perform make all non-structural maintenance repairs necessary to keep them in good working order and condition (except where such repair is necessitate by Landlord’s negligence or willful misconduct), including structural repairs (including replacements) when those are necessitated by the act, omission or negligence of Tenant or its agents, employees, invitees or contractors, subject to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms provisions of Article 11 hereof. During the term of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in Tenant may have the exclusive use of any air-conditioning equipment servicing the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)subject to the provisions of Article 35 of this Lease, and shall pay, in accordance with Article 41 of this Lease, for electricity consumed by the equipment. ·the exterior walls and roofs of the Building, the mechanical rooms, service closets, shafts, areas above any leasehold improvements installed pursuant to any prior lease, but excluding hung ceiling and the Base Building (windows and the “Leasehold Improvements”); (b) portions of all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispenserswindow ▇▇▇▇▇ outside same are not part of the Premises demised by this Lease, and plumbing) and similar facilities exclusively serving the Premises, whether located inside or outside Landlord hereby reserves all rights to such parts of the PremisesBuilding. Tenant shall not paint, alter, drill into or otherwise change the appearance of the windows including, without limitation, the ▇▇▇▇▇, jambs, frames, sashes, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23)meeting rails. Notwithstanding the foregoing, Landlord mayTenant shall, if requested at its sole cost and expense, maintain and repair, in good working order and condition, the cooling tower installed by Tenant pursuant to Article 55 and all other Building Systems installed in the Building by Tenant. 10.02 Landlord shall, perform at its sole cost and expense, in a first class manner, maintain and repair the roof, foundation, the common and public areas and structural portions of the Building, the elevator systems, the air-conditioning equipment servicing the 3rd Floor Premises for the period prior to the 3rd Floor Commencement Date, the air-conditioning equipment servicing the lobby of the Building (the “Lobby HVAC”) and the plumbing, mechanical and electrical equipment and risers to the extent located outside of the Premises and not installed by Tenant (collectively, the “Building Systems”); provided however, that (a) repairs to the distribution portions of the Building Systems located within and serving the Premises shall be performed by Tenant at its sole cost and expense, and except where the need for such maintenance and or repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to is caused by (i) the roof and exterior walls and windows negligence or willful misconduct of the BuildingTenant, its members, partners, directors, officers, employees, representatives, · servants, invitees, permitted subtenant or permitted licensees, or (ii) a default by Tenant under the Base Buildingterms of this Lease, including all Base Building elements in either of which events such maintenance and repair shall be performed at. Tenant’s cost and expense, payable upon demand as Additional Rent hereunder. Landlord shall use reasonable diligence to pursue repairs to the roof and building façade to correct the conditions causing the existing leaks in the Premises. 10.03 In the event that(i) Landlord shall fail to timely perform any repair required to be performed, or deliver any service required to be delivered to the Premises pursuant to the provisions of this Lease, and (ii) Tenant shall notify Landlord in writing of such failure, and (iii) such failure shall continue for a period of thirty (30) days after Landlord’s receipt of notice (or, in the Common Areas. As used hereinevent of an emergency (“Critical Repair Items”), within twenty four (24) hours), or, if such observance or performance cannot be reasonably had within such thirty (30) day period, Landlord has not in good faith commenced such observance or performance within said thirty (30) day period and diligently prosecuted same thereafter, and (iv) such failure by Landlord shall persist for five (5) business days after receipt by Landlord of a second (2nd) notice in writing from Tenant notifying Landlord of the continued existence of said failure (provided that no such second notice is required in the case of Critical Repair Items), or if such observance or performance cannot be reasonably had within such five (5) business day period, Landlord has not in good faith commenced such observance or performance within said five (5) business day period and diligently prosecuted same thereafter; then Tenant may immediately or at any time thereafter and without further notice perform such repairs or such service (“Base Building” means Tenant’s Self-Help Right”) provided, however, that such performance involves or affects only facilities, systems, risers or portions of the Building located within or exclusively servicing the Premises (i.e., the HVAC System), but shall exclude repairs to the Building Systems outside the Premises, structural portions of the Building (including i.e., the roof, foundation and roofload bearing walls) and the elevator systems Tenant shall have the right to send an invoice to Landlord for the amount of any reasonable, out-of-pocket costs paid by Tenant in performing the obligations of Landlord pursuant to this Article. In the event Landlord fails to credit the amount of such invoice against the next accruing installment(s) of Fixed Annual Rent under this Lease within thirty (30) days of receipt of same, then Landlord shall be deemed to dispute the validity and amount of such invoice and Tenant shall have the right to submit such dispute to arbitration before the AAA or any successor thereto. If (a) such arbitration shall result in the rendering of a final judgment for a sum of money against Landlord, and Landlord shall fail to have such judgment vacated or the enforcement thereof stayed by a court of competent jurisdiction after final appeal, or (b) Landlord shall not dispute such invoice from Tenant, Landlord shall pay the amount of such invoice to Tenant by credit against the next accruing installment(s) of Fixed Annual Rent under this Lease, within thirty (30) days after (a) receipt of notice from Tenant in the case of (i), above or (b) receipt of such invoice from Tenant in the roof and exterior walls and windows case of the Building, and all mechanical (including HVACii), electricalabove. Notwithstanding anything to the contrary contained in this Article, plumbing Tenant shall not be entitled to exercise Tenant’s Self-Help Right and fire/life-safety systems serving to require Landlord to repay to Tenant the Building costs incurred in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of connection therewith in the Premises. event that Landlord’s shall perform its maintenance and failure to make a repair obligations or to provide a service required hereunder results from (i) any installation, alteration or improvement which was not performed by Tenant in a manner consistent accordance with the landlords provisions of this Lease; or (ii) Tenant’s default under the provisions of this Lease; or (iii) the negligence or willful misconduct of Tenant; or (iv) any other first class office buildings in reason beyond the general vicinity reasonable control of the BuildingLandlord.

Repairs. Subject (a) In compliance with the other provisions of this Lease, and subject to the terms of Section 1110.02 herein, TenantTenant shall throughout the Term, at its sole cost and expense, take good care of the Premises and shall perform make all non-structural maintenance repairs and repairs (including replacements) replacements to the interior and exterior of the Premises, as and keep when Landlord reasonably deems necessary and/or in order to preserve the Premises in as good working order and condition and repair as when Tenant took possession such obligation includes, but is not limited to, maintaining and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include repairing (a) the fire protection sprinkler system, plumbing, air-conditioning, electrical and heating systems and equipment in and/or exclusively servicing the Premises (collectively, the “Systems”)(which obligation shall be satisfied by keeping in force a standard maintenance agreement with contractors on all leasehold improvements in the Premisessuch equipment and Systems, whenever and by whomever installed or paid forTenant shall furnish a copy thereof to Landlord (each, including any Tenant Improvements, any Alterations (defined in Section 7.2a “Maintenance Contract”), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heatingTenant shall keep the plate glass, ventilation and air conditioning unitsceilings, kitchens (including hot water heatersfloors, dishwashers, garbage disposals, insta-hot dispenserswalls, and plumbing) store front, all doors leading into and similar facilities exclusively serving the Premises, whether located inside or outside out of the PremisesPremises and all hardware appurtenant thereto, and whenever and by whomever installed or paid for; light bulbs, door frames, windows and (c) all Lines (defined windows, sidewalks, sidewalk hoists, loading docks, railings, gutters, alleys and curbs in Section 23)front of or adjacent to or abutting the Premises and will put, keep and maintain the same in good and safe order and condition, and any other portion of the exterior of the Premises and free and clean from snow, ice, dirt, damage, garbage and other debris, and make all repairs therein and thereon. Landlord shall have no liability or obligation whatsoever regarding the maintenance, repair, service and replacement of the foregoing. Tenant shall pay any and all fines, as Additional Rent, issued as a result of Tenant’s failure to perform all the requirements set forth in this paragraph. Notwithstanding the foregoingdefined term “Systems” above, Landlord mayas exclusively servicing the Premises, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, to the extent any of the delineated systems service other tenants in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) and/or the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows Areas of the Building, and to the extent repair of said systems is required, which repair is not due to the gross negligence or willful misconduct of Tenant or its employees, contractors, subcontractors, agents or representatives, then Landlord shall undertake such repair, and Tenant shall remit to Landlord, as additional rent, it’s Proportionate Share of said costs. (b) All of the foregoing repairs and maintenance shall be promptly made by Tenant at its sole cost and expense whether or not they are structural, non-structural, ordinary, extraordinary, unforeseen, foreseen, to the extent they are necessary to keep the same in compliance with all mechanical applicable laws and Governmental Authorities as a result of the specific manner of use provided for herein (including HVACas opposed to general occupancy by a tenant, the obligation of which shall be borne by Landlord), electricalor to the extent they are necessary for insurance requirements or to keep the Premises in good and safe order and condition, plumbing howsoever the necessity or desirability therefor may occur, and fire/life-safety systems serving whether or not necessitated by wear, tear, obsolescence or defects, latent or otherwise. Tenant shall not commit or suffer, and shall use all reasonable precaution to prevent, waste, damage or injury to all of the same. When used in this Article, the term “repairs” shall include all necessary replacements, renewals, alterations and additions. All repairs made by Tenant shall be in a first class w▇▇▇▇▇▇ like manner. 10.02 Landlord shall maintain and repair the foundations, the four exterior walls and roof of the Building only and shall operate, maintain, repair and replace the Systems (up to the point of connection to the Premises, and/or in generalthe exterior or underground of the Building), excluding additions facilities and equipment directly necessary to provide the services which Landlord are specifically and expressly set forth in this Lease to be provided by Landlord to Tenant (unless same are installed by or upgrades are the property of Tenant or are required to be maintained and repaired by Tenant under this Lease). Landlord shall use reasonable diligence in carrying out its obligations under this Article in such Building systems made by a reasonable manner as to minimize any interference to T▇▇▇▇▇’s business, but shall not be liable under any circumstances for any damages (including, among others, consequential damages) for any failure to do so. No reduction or discontinuance of the services described in this Article shall be construed as an eviction of Tenant or release Tenant from any of its obligations under this Lease. Landlord shall have no liability to Tenant, whether located inside its employees, agents, invitees or outside licensees for damages, except to the extent of any damages caused to the foregoing as a result of the gross negligence or willful misconduct of Landlord, its agents, employees, subcontractors, or contractors. Tenant shall reimburse Landlord for the cost of any repairs or maintenance performed by Landlord if the need for same arose as a result of the neglect, acts, omissions or negligence of Tenant or any assignees, sublessees or occupants of the Premises or any of its or their employees, contractors, agents, visitors, or by their particular manner of use or occupancy of the Premises. LandlordLandlord shall be responsible for the maintenance of the common areas of the Building and keeping the same in good and safe order and condition, including, without limit, the fire egress stairs. 10.03 Notwithstanding anything to the contrary, Tenant shall be liable for, and reimburse Landlord for, the cost of any and all repairs (structural or otherwise) to the Building or Premises or any portion thereof necessitated by the negligent or willful acts or omissions of Tenant or any assignees, sublessees or occupants of the Premises or any of its or their servants, employees, contractors, agents, visitors or licensees, or by the use or occupancy or manner of use or occupancy of the Premises by Tenant or any such person/entity. All damages or injury to the Premises and the Building by Tenant or by any person/entity who may be in or upon the Premises with T▇▇▇▇▇’s consent or at Tenant’s invitation, shall perform its maintenance be paid for by Tenant. Landlord shall not be liable for, and repair obligations in a manner consistent there shall be no abatement of Rent with respect to, any injury to or interference with T▇▇▇▇▇’s business arising from any repairs, maintenance, alteration or improvement to the landlords Premises or the Building or to the fixtures, appurtenances or equipment therein or arising from the acts of any other first class office buildings tenant in the general vicinity of the Building, or its agents, employees, licensees or invitees.

Repairs. Subject to Section 1110.1 Throughout the term of this Lease, Tenant, at its sole cost and expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior take good care of the Premises, including, without limiting the generality of the foregoing, all equipment, fixtures and articles of personal property therein or thereon and all sidewalks, grounds, parking areas, vaults, chutes, sidewalk hoists, railings, gutters, alleys, landscaping and curbs on the Premises and will put, keep and maintain the same in good and safe order and condition, and make all repairs therein and thereon, interior and exterior, structural and nonstructural, ordinary and extraordinary, and unforeseen and foreseen, necessary to keep the Premises same in as good condition and repair as when Tenant took possession safe order and as thereafter improved condition, howsoever the necessity or desirability therefor may occur, and whether or not necessitated by Landlord and/or Tenantobsolescence or defects, except for damage by casualty (which shall be governed by the terms of Article 11 of this Leaselatent or otherwise, below), but reasonable wear and tear excepted. Tenant shall not commit or suffer, and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) use all leasehold improvements in reasonable precaution to prevent, waste, damage, or injury to the Premises. Tenant shall at its own cost and expense, whenever keep clean and by whomever installed or paid forfree from dirt, including any Tenant Improvementssnow, any Alterations (defined in Section 7.2)ice, rubbish, obstructions and any leasehold improvements installed pursuant to any prior leaseencumbrances, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heatingsidewalks, ventilation parking areas, grounds, vaults, chutes, sidewalk hoists, railings, gutters, alleys and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving curbs on 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs not be required to (i) the roof and exterior walls and windows of the Buildingfurnish any services, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions utilities or upgrades facilities whatsoever to such Building systems made by Tenant, whether located inside or outside of the Premises. LandlordIt is expressly understood that the Tenant’s will make pay for utility services throughout the Premises. Landlord shall perform its maintenance and have no duty or obligation to make any alteration, change, improvement, replacement or repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity to, or to demolish, any portion of the BuildingPremises .

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as existed when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as existed when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, 11.1 Tenant, at its sole cost and expense, shall perform take good care of, and make all interior non-structural maintenance and repairs (including replacements) to the interior of to, the Premises, all repairs to Tenant's equipment, and all repairs to the HVAC system(s) installed by Tenant. Tenant shall make and be responsible for (or, at Landlord's election, Landlord shall make at Tenant's expense) all repairs, inside the Premises, ordinary or extraordinary, as and when needed to preserve the Premises in working order and condition and to keep the Premises in as good condition compliance with all Legal Requirements and repair as when Tenant took possession Insurance Requirements and as thereafter improved by Landlord and/or Tenantto prevent any disruption of, or adverse effect on, the Building, the Building systems, the quiet enjoyment of other tenants or to prevent any damage to the personal property of other tenants, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, not be responsible for the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% costs of such cost. Landlord shall perform all maintenance and any structural repairs or repairs to Building systems unless the need therefor arises out of (i) the roof and exterior walls and windows performance of or existence of improvements made by Tenant, any subtenants or any other occupant of the BuildingPremises or their contractors, (ii) the Base Buildinginstallation, including all Base Building elements use or operation of equipment therein by Tenant, any subtenant or any other occupant of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions moving of any such equipment in or out of the Building or the Premises, (including iv) the foundation and roof)acts, the roof and exterior walls and windows omissions, negligence or misuse of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside any subtenants or outside any of its or their employees, agents, contractors, occupants, licensees or invitees or their use or occupancy of the Premises (except fire or other casualty 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 (v) Legal Requirements or Insurance Requirements to the extent set forth in Section 10.1(a) or as otherwise provided in Section 11.1. Any such structural alteration of the Premises required as a result of clause (i), (ii), (iii), (iv) or (v) of the immediately preceding sentence shall be performed by Landlord, at Tenant's expense, and Tenant shall pay for the same, as Additional Rent, within thirty (30) days after its receipt of an invoice therefor. Tenant, at its sole cost and expense, shall promptly replace or repair scratched, damaged or broken doors and glass which are visible from outside the Premises. Landlord’s shall perform its maintenance , which damage and repair obligations in a manner consistent with is caused solely by any act, omission, negligence or misuse by Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees and Tenant shall be responsible for all repairs of damaged wall and floor coverings, which are visible from outside the landlords of other first class office buildings Premises (including, without limitation, where Tenant shall lease an entire floor, the walls, elevator doors and floor coverings in the general vicinity elevator lobby and the walls, wall coverings, title and fixtures in the lavatories) where such damage is caused solely by any act, omission, negligence or misuse or by Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees. If any damage is caused by parties other than Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees, Landlord, at its sole cost and expense, shall be responsible for repairing same. Any broken window glass caused solely by any act, omission, negligence or misuse or by Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees shall be repaired by Landlord at Tenant's expense, and Tenant shall pay for the Building.same, as Additional Rent, within thirty (30) days after its receipt of an invoice therefor. Tenant promptly and at its sole cost and expense, shall make all non-structural repairs in or to the Premises for which it is responsible. In the event Tenant fails to promptly make any repair or alteration required by Tenant to be performed under this Section 11.1,

Repairs. Subject A. Except As Set Forth In paragraph 6(B) hereof or otherwise set forth herein, Lessee, shall, at Lessee’s sole expense, in a timely manner as necessary to Section 11protect the Premises from waste and H▇▇▇▇▇ MANAGEMENT COMPANY AMERICAN BANK NOTE HOLOGRAPHICS, TenantINC. October 9, 2002/kat deterioration, make all necessary or appropriate repairs, replacements, renewals, and additions, interior and exterior, non-structural, ordinary and extraordinary, foreseen and unforeseen, required to keep and maintain the Premises and all Systems (as hereinafter defined), equipment and apparatus appurtenant thereto or used in connection therewith in good order and condition. If, and only if, Lessee does not lease an entire Building, Lessor shall maintain (at lessee’s expense in accordance with the provisions of P▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇) the non-roof and non-structural Common Elements. (i) With respect to the air conditioning, heating and ventilation systems (“HVAC”), electrical, plumbing, mechanical, fire alarm, sprinkler and gas (collectively, the “Systems”) or any thereof existing on the Premises, Lessee agrees that it shall, at its own cost and expense, shall perform all non-structural maintenance and repairs (including replacements) be required to the interior of the Premisesmaintain, repair, and keep replace the Premises Systems, in as good condition operating condition, at its sole cost and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by expense during the terms of Article 11 term of this Lease, belowand any Extension Term, Renewal Term or Holdover Term. Lessee shall install any new or replacement Systems subject to Lessor’s absolute prior written approval. With respect to the HVAC, Lessee shall enter into and pay for a service/labor contract with O’▇▇▇▇▇▇ and Associates of Chestnut Hill, or an “All Embracing Service Contract” with HVAC Services, Inc. of Philadelphia PA or other qualified HVAC service provider subject to Lessor’s prior written approval (which approval shall not be unreasonably withheld), reasonable wear beginning on the Lease Commencement Date, which contracts shall continue during the term of this Lease, and tear any Extension Term, Renewal Term or Holdover Term and repairs that are Landlord’s express responsibility hereunderwill be subject to the prior written approval of Lessor. Tenant’s Failure of Lessee to enter such contract shall be construed as a default under the terms of this Lease. In addition to any rights or remedies which Lessor may have as set forth in this Lease to cure such default, Lessor shall have the right to enter into such maintenance contracts as required hereunder and repair obligations Lessee shall include reimburse Lessor for the cost of such contracts plus Twenty-One Percent (21%) for service charges thereon within ten (10) days of receipt of such b▇▇▇. A copy of said service/labor contract shall be deposited with Lessor within ten (10) days after the date on which procurement of said service/labor contract shall be required under the terms hereof. (a) The above notwithstanding and provided that Lessee has continually maintained a Service/Labor Contract and continues its Service/Labor Contract (“HVAC Contract”) with E.▇. ▇’▇▇▇▇▇▇ Servicing Corporation (“Contractor”), or any of its related companies, for the proper and timely maintenance, repair and/or restoration (“Maintenance”) of the existing, original roof-top mounted HVAC system servicing part of the original existing offices from the initial term of the Prior Lease between the predecessors of Lessor and Lessee (“HVAC Unit”) and further provided that such Maintenance is and has been performed on a continuing and timely basis and all leasehold improvements such Maintenance is and has been performed in a good and workmanlike manner, Lessee shall not be required to replace such HVAC Unit, if such is considered not to be repairable by the PremisesContractor. In such instance, whenever Lessor will replace such HVAC Unit provided Lessee is not then nor ever has been in default under any of the terms and conditions of this Lease beyond the applicable cure periods. In the event that Lessee has complied with all of the conditions specified in this Subsection, and the HVAC Unit is deemed to be no longer reasonably repairable by whomever installed or paid forthe Contractor, including any Tenant ImprovementsLessor shall replace such HVAC Unit at its sole cost and expense. (ii) Any repairs, any Alterations (defined in Section 7.2)replacements, renewals, maintenance and additions, and any leasehold improvements installed pursuant labor performed or materials furnished in, on or about the Premises shall be performed and furnished by Lessee to the satisfaction of Lessor and in strict compliance with all applicable laws, regulations, ordinances and requirements of all duly constituted municipal authorities or other governmental bodies having jurisdiction over the Premises and the requirements of any prior leaseboard of underwriters having jurisdiction thereover. All material used in repair, but excluding replacement, maintenance and renewal of the Base Building (Premises shall be of equal or better quality to the “Leasehold Improvements”); (b) same material in the Premises on the Lease Commencement Date and meet the same or better installation specifications. Prior to commencement of any work or the ordering of any material, Lessee shall give notice thereof to Lessor and prepare and file with the Prothonotary of The Court of Common Pleas of the County in which the Premises is located, at Lessee’s sole cost and expense, a waiver of mechanics’ lien, in form acceptable to Lessor, which shall be executed H▇▇▇▇▇ MANAGEMENT COMPANY AMERICAN BANK NOTE HOLOGRAPHICS, INC. October 9, 2002/kat by all supplemental heating, ventilation contractors and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving subcontractors who are to perform work on the Premises; Lessee shall present to Lessor, whether located inside or outside prior to the commencement of work, a time-stamped copy of said waiver as filed with the Prothonotary and true and correct copies of all building permits applicable to the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and . (iii) Any repairs necessitated by holes or marks on the Common Areas. As used hereinwalls will be billed directly, “Base Building” means as Additional Rent, to the structural portions Lessee by Lessor during the term of the Building (including the foundation and roof), the roof and exterior walls and windows of the Buildingthis Lease, and all mechanical any Extension Term, Renewal Term or Holdover Term, or after termination of this Lease and shall be paid within ten (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside 10) days of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords receipt of other first class office buildings in the general vicinity of the Buildingsaid b▇▇▇.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 53% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11(a) From and after the commencement of and during the Term, Tenantand except as set forth in this Lease, Tenant shall, at its own cost and expense, shall perform all : (i) make interior non-structural maintenance repairs, replacements and repairs (including replacements) renewals necessary to the interior of the Premises, and keep the Premises in as good condition condition, order and repair as when Tenant took possession and as the same are at the commencement of the Term or thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall may be governed by the terms of Article 11 of this Lease, below)put, reasonable wear and tear use and repairs damage by fire or other casualty only excepted (it being understood, however, that are Landlord’s express responsibility hereunder. Tenant’s 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 obligations shall include (a) repair; of all leasehold improvements in other utilities within the Premises, whenever including, without limitation, those required to plumbing, mechanical and by whomever installed electrical systems exclusively serving the Premises up to and including the tie-in or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant point of connection to any prior leasethe 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 Base Building 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, “Leasehold ImprovementsCable”) 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). (b) Landlord shall, to the extent possible, assign to Tenant the benefit of any warranties in effect which would mitigate Tenant’s expense and/or obligations to perform repairs as set forth above. Landlord further agrees to use commercially reasonable efforts to enforce all supplemental heatingwarranties held by Landlord and to cooperate with Tenant in the enforcement of any warranties assigned to Tenant. The foregoing shall include enforcement of the warranties provided by Landlord’s contractors who perform the Initial Alterations. (c) From and after the commencement of and during the Term, ventilation Landlord shall (i) make all necessary repairs, replacements and air conditioning unitsrenewals, kitchens interior and exterior, structural and non-structural, to keep the roof of the Building free of leaks and to keep the parking areas, foundation, floor slabs and other structural supports of the Building in good and sound condition; (including hot water heatersii) as necessary, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively make replacements to the HVAC Units serving the Premises, whether located inside or outside of the Premises, and whenever and by whomever installed or paid forwhich shall include making replacements to major components thereof that exceed $7,500 per replacement; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of keep the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC)electrical, electricalmechanical, plumbing and fire/life-safety other Building systems serving the Building in general, but excluding additions those systems exclusively serving the Premises (other than fire safety systems which shall be Landlord’s responsibility) and excluding the tie-in or upgrades point of connection with those systems, in as good condition, order and repair as the same are at the commencement of the Term or thereafter may be put, damage by fire or other casualty only excepted. The costs and expenses of Landlord’s repairs, replacements and renewals shall be considered Expenses, subject to the limitations contained therein (including, without limitation, the requirement that certain expenses be capitalized). (d) Tenant shall not place a load upon any floor of the Premises which exceeds the load per square foot which such Building systems made floor was designed to carry and which is allowed by Law. (e) Except for its gross negligence or willful misconduct, Landlord shall have no liability to Tenant nor shall Tenant’s covenants and obligations under this Lease be reduced or abated in any manner whatsoever by reason of any inconvenience, whether located inside annoyance, interruption or outside injury to business arising from Landlord’s making any repairs or changes which Landlord is permitted to perform by this Lease, in or to any portion of the Premises. Landlord, or the Building and other improvements to the Premises so long as Landlord uses commercially reasonable efforts to minimize any resulting disruption to Tenant’s shall perform its maintenance access to and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity use of the BuildingPremises.

Repairs. Subject (a) Sublandlord shall use commercially reasonable efforts to obtain and/or have performed for Subtenant any and all services, repairs, alterations and other similar obligations which are the obligation of Landlord under the Prime Lease. In connection therewith, Sublandlord represents and warrants that the following 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 laboratory building (with reference to other Class A office buildings in the Market (as defined in Section 114(g)) and thereafter maintain the Building as such. The costs and expenses of doing so shall be deemed to be "Expenses", Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) subject to the interior provisions of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 Section 4 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in During 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 the Premises, whether located inside or outside entire Term of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoingLease, Landlord may, if requested by Tenant, perform such maintenance shall keep and repairs on Tenant’s behalf, maintain in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance good repair and working order and make repairs to and perform maintenance upon: (i1) the roof and exterior walls and windows structural elements of the Building, ; (ii2) the Base Building, including all Base base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (Systems including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-life safety systems serving the Building in generalgeneral but excluding those for which the Tenant is responsible, excluding additions such as the tie-ins or upgrades point of connection with those systems which are located within or exclusively serving the Premises; (3) Common Areas; (4) the roof of the Building, including the roof membrane; (5) exterior windows of and all other exterior portions of the Building and common area doors; and (6) elevators serving the Building. Landlord shall promptly make repairs (considering the nature and urgency of the repair) for which Landlord is responsible.” Subtenant shall maintain and repair the interior of the Premises and keep the same in a neat and orderly condition and Subtenant shall pay to such Sublandlord all reasonable out-of-pocket costs incurred by Sublandlord in making any repairs necessitated by Subtenant's, its servants', agents', and employees' negligence as additional rent, payable within thirty (30) days from the date of rendition of a b▇▇▇ therefor. Subtenant covenants that it shall not make any repairs or in any way tamper with the heating, air-conditioning, ventilating, electrical, plumbing or mechanical systems of the Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s . (b) Subtenant shall perform its maintenance and repair obligations in not place a manner consistent with the landlords of other first class office buildings in the general vicinity load upon any floor of the Premises which exceeds the load per square foot which such floor was designed to carry and which is allowed by law. (c) Business machines and mechanical equipment belonging to Subtenant which cause noise or vibration that may be transmitted to the structure of the Building or to the Premises to such a degree as to be objectionable to Sublandlord shall be placed and maintained by the party owning the machines or equipment at such party's expense, in setting of cork, rubber or spring type vibration eliminators sufficient to eliminate noise or vibration. In the event of any violation, Subtenant shall be obligated to make such repairs to the Premises and Building, resulting therefrom and to take all steps reasonably necessary to eliminate such noise or vibration. (d) Except as otherwise expressly provided in this Sublease (including, without limitation, the incorporated portions of the Prime Lease), Sublandlord shall have no liability to Subtenant nor shall Subtenant's covenants and obligations under this Sublease be reduced or abated in any manner whatsoever by reason of any inconvenience, annoyance, interruption or injury to business arising from Sublandlord's making any repairs or changes which Sublandlord is required or permitted by this Sublease, or required by law, to make in or to any portion of the Building or the Premises, or in or to the fixtures, equipment or appurtenances of the Building of the Premises.

Repairs. Subject to Section 11Except as otherwise provided in Article VII, except as resulting from Tenant’s negligence or misuse (or the negligence or misuse of Tenant’s employees, agents, contractors, licensees or invitees), except as resulting from settling or sagging within standard engineering tolerance (provided that the settling or sagging does not affect the surface or structural integrity of the Building or in any way materially affect the ordinary and customary use of the Premises, or any part thereof by Tenant), or except for damage or deterioration resulting from reasonable wear and damage, Landlord shall maintain, at its expense, shall perform all non-the structural maintenance and repairs (integrity of the Building, including replacements) but not limited to the interior of the Premisesroof, exterior walls, and windows and skylights. Landlord shall, at Tenant’s expense apportioned pursuant to Section 4.2, also be responsible for (i) all exterior maintenance, repairs and replacements necessary to keep the Premises in as good condition and working order all Common Areas of the Park, and 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 such parking areas, driveways and walkways, and (ii) providing the services and performing the maintenance work set forth in Section 4.2 and Article VII hereof, and (iii) performing necessary repairs to maintain the watertight integrity of the roof, windows and skylights (exclusive of costs associated with replacing all or a portion of the roofing). Landlord shall also maintain, repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantreplace, except for damage by casualty (which in a timely manner, the HVAC equipment in the Building, such that it shall be governed by in good operation condition throughout the terms of Article 11 of this Lease, below)Term and any contemplated extension herein provided, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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)excepted, 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 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). Notwithstanding the foregoingconnection therewith, Landlord may, if requested by Tenant, perform shall warrant the useful life of any such maintenance equipment throughout the Term and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance necessary repairs and repairs replacements to (i) maintain the roof and exterior walls and windows watertight integrity of the Building, (ii) including but not limited to the Base Buildingroof, including exterior wall, windows and skylights. Landlord shall, in all Base Building elements instances regardless of the Premisesparty responsible for payment, make all of such repairs and replacements necessary to maintain the foregoing in good condition and working order and in compliance with all laws and all costs and expenses therefor shall be chargeable to Tenant subject to, and pursuant to, the provisions of Section 4.2 (iii) including electricity for the Common Areas. As used hereinHVAC units), “Base Building” means except that Landlord shall be responsible for the structural portions replacement of the roof, structure, and foundation of the Building , all at Landlord’s sole cost and expense (including except if the foundation same is necessitated due to Tenant’s negligence or misuse as aforesaid, or in Section 6.1.15 to the contrary). All other repairs and roof)maintenance, except as specifically otherwise provided for herein, shall be the roof and exterior walls and windows responsibility of Tenant on a proportional basis based on the Tenant’s Share in the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving . In the Building in general, excluding additions or upgrades event that Tenant gives notice to such Building systems made by Tenant, whether located inside or outside Landlord of the Premises. a condition which Tenant believes requires Landlord’s shall perform its maintenance and repair obligations repairs or a condition which, if left uncorrected, will necessitate Landlord’s repair, then, in a manner consistent accordance with the landlords terms of other first class office buildings in this Section 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 general vicinity 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 Building.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. Subject to Section 11Except as otherwise provided in Article 7, Tenant, at its expense, shall perform all non-except as resulting from settling or sagging within standard engineering tolerance (provided that the settling or sagging does not affect the surface or structural maintenance integrity of the Building or in any way materially affect the ordinary and repairs (including replacements) to the interior customary use of the Premises, or any part thereof by Tenant), Landlord shall maintain the structural integrity of the Building, including, without limitation, 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 keep the Premises in as good condition and working order all common areas of the Park, and 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 such parking areas, driveways and walkways, (ii) providing the services and performing the maintenance work set forth in Section 4.2 and Article 7 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 as when Tenant took possession and as thereafter improved by Landlord and/or Tenantreplace the HVAC, except for damage by casualty (which life/safety, plumbing, electrical and mechanical equipment in the Building, such that it shall be governed by in good operating condition throughout the terms of Article 11 of this Lease, below)Term, reasonable wear and tear excepted. Landlord shall make all of such repairs and repairs replacements necessary to maintain the 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 chargeable to Tenant to the extent provided by to the provisions of Section 4.2, except that are Landlord’s express responsibility hereunder. Landlord shall be responsible at its sole cost and expense (except if relating to Tenant’s maintenance negligence and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalfmisuse, in which case Tenant the same shall pay Landlordbe at Tenant’s cost and expense, upon demandsubject to Section 10.13), to repair, maintain and replace throughout the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) Term the roof and exterior walls and windows of the Building, (ii) the Base BuildingBuilding structure, including all Base Building elements of the footings, foundation and columns. All other repairs and maintenance reasonably required within the Premises, and (iii) the Common Areas. As used except as specifically otherwise provided for herein, “Base Building” means shall be the structural portions responsibility of Tenant. In the Building (including the foundation and roof), the roof and exterior walls and windows event that Tenant gives notice to Landlord of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. a condition which Tenant believes requires Landlord’s shall perform its maintenance and repair obligations repairs or a condition which, if left uncorrected, will necessitate Landlord’s repair, then, in a manner consistent accordance with the landlords terms of other first class office buildings in this Section 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 general vicinity Term to provide Landlord notice as soon as reasonably possible of any condition within the Building.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. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacementsa) Except to the interior of extent the Premisessame are Landlord’s obligations under this Lease, and Tenant shall keep the Premises (including, without limitation, all Fixtures) in as good condition and, upon expiration or earlier termination of the Term, shall, subject to the terms and repair conditions of Section 4.03(d) herein, surrender the same to Landlord in the same condition as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)first occupied, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Subject to the provisions of Section 7.03 below, Tenant’s maintenance obligation shall include, without limitation, the obligation to repair all damage caused by Tenant, its agents, employees, invitees and repair obligations shall include (a) all leasehold improvements licensees to the equipment and other installations in the PremisesPremises or anywhere in the Building. Any maintenance, whenever and by whomever installed repair or paid forreplacement to the windows (including, including any Tenant Improvementswithout limitation, any Alterations (defined in Section 7.2solar film attached thereto), the Building systems, the Building’s structural components or any areas outside the Premises and which is Tenant’s obligation to perform shall be performed by Landlord at Tenant’s expense. Tenant shall not commit or allow to be committed any leasehold improvements installed pursuant waste or damage to any prior lease, but excluding portion of the Base Building (Premises or the “Leasehold Improvements”); Building. (b) all supplemental heatingSubject to the second sentence of Section 4.05(a), 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demandat Landlord’s expense, the actualshall operate, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance maintain, repair and repairs to replace (if necessary) (i) the roof and exterior walls and windows all structural elements of the Building, such as, by way of example only, the roof, foundation, footings, exterior walls and load-bearing columns, (ii) all common and public service areas of the Base Building, including, without limitation, Tenant’s Exclusive Elevators (but specifically excluding the 18th Street Lobby), (iii) all Building systems serving the common and public service areas and the Premises (including all Base core fire and life safety systems and devices), (iv) all components of the electrical, mechanical, plumbing, heating and air conditioning systems of the Building elements of serving the Premises, and (iiiv) subject to the Common Areas. As used hereinprovisions of Section 7.03 below, “Base Building” means all repairs or replacements to the structural portions Project and the Premises to the extent necessitated by the negligence or willful misconduct of the Building (including the foundation and roof)Landlord, the roof and exterior walls and windows of the Buildingits agents, and contractors or employees, all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner as is consistent with the landlords maintenance, operation and repair standards of other first class office buildings in the general vicinity of the BuildingComparable Buildings.

Repairs. Subject to Section 11(a) Except as provided herein, TenantTenant shall keep the interior, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior portions of the Premises, and keep the Premises in as good condition repair, and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by upon the terms expiration of Article 11 the term of this Lease, below), reasonable yield and deliver up the Premises in good and tenantable condition ordinary wear and tear and repairs damage by fire or other casualty excepted. (b) In the event that the Landlord shall reasonably deem it necessary or be required by any governmental authority to repair, alter, remove, reconstruct or improve any part of the Premises or of the Building in which the Premises are located (unless the same result from Tenant's act, neglect, default or mode of operation and the same is not covered by Landlord’s express responsibility hereunder. 's insurance in which event Tenant shall make all such repairs, alterations and improvements), then the same shall be made by Landlord at Landlord's sole cost and expense with reasonable dispatch; provided, however, the making of such repairs, alterations or improvements shall not interfere with Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements 's use of the Premises or a reduction of the usable square footage 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) operate, manage and maintain the roof and exterior walls and windows of the Building, Building as a first class office building; (ii) provide services to the Base Building, including all Base Building elements of the Premises, common areas thereof in a manner consistent therewith; and (iii) make all repairs necessary to maintain the Common Areas. As used hereinBuilding in good working order and repair, “Base Building” means including, without limitation, repairs that arise out of or relate to (A) the Building systems and the structural portions elements of the Building and the Premises (including the foundation and roof)including, but not limited to, the heating, ventilation, air conditioning, sanitary, water, electrical power, lighting, sprinkler, elevator and fire safety systems, toilets and plumbing facilities, floor slabs, walls, roof and exterior walls and windows architectural finish); (B) the negligence or wrongful act(s) of Landlord, its agents, employees or contractors; or (C) Landlord's breach of its obligations under the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the BuildingLease.

Repairs. 10.01 Subject to Section 1110.02 below, TenantTenant shall, at all times and at its sole cost and expense, shall perform keep all non-structural maintenance and repairs parts of the Premises (including replacementswithout limitation the Tenant Improvements and Tenant Alterations, windows, glass and plate glass, doors (including, without limitation, overhead and roll up doors), exterior stairs, skylights, any special office entries, interior walls and finish work, floors and floor coverings), interior and exterior, and all equipment and facilities within or serving the Premises, in good order, condition and repair regardless of whether the portion of the Premises requiring repairs, or the means of repairing same, are reasonably or readily accessible, and regardless of whether the need for such repairs or maintenance occurs as a result of Tenant’s use, any prior use, vandalism, acts of third parties, Force Majeure (as defined in Article 26 below) to or the interior age of the Premises, reasonable wear and keep the Premises in as good condition tear and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by section 15) excepted. The standard for comparison of condition will be the terms condition of Article 11 the Premises as of the date of this Lease, below)and failure to meet such standard shall create the need to repair. If Tenant does not perform required maintenance or repairs, Landlord shall have the right, without waiver of Default or of any other right or remedy, to perform such obligations of Tenant on Tenant’s behalf, and Tenant will reimburse Landlord for any costs incurred, together with an administrative fee in an amount equal to 10% of the cost of the repairs, immediately upon demand. 10.02 Landlord shall maintain in good repair and condition, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. damage by casualty excepted, and (subject to Tenant’s maintenance and repair obligations shall include (ahereunder) in accordance with 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to applicable laws: (i) the roof Common Areas and exterior walls and windows the parking facilities used by Tenant (to the extent the same are not part of the BuildingCommon Areas), except to the extent provided otherwise in Section 1.04; (ii) all utility infrastructure from (A) the Base Building, including all Base Building elements point of connection to the lines of the Premisesapplicable utility provider to (B) the connection point to the Premises (the “Utility Infrastructure”), and (iii) the Common Areas. As used hereinfoundations, “Base Building” means the roofs, and the structural portions soundness of the Building (including the foundation exterior and roof), the roof and exterior load bearing walls and windows other structural components of the Building, subject to Tenant’s obligation to pay its Proportionate Share of Operating Expenses. In the event the Premises constitute a portion of a multiple occupancy Building or otherwise at Landlord’s election, Landlord shall perform the repair and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside maintenance of the Premises. Landlordroof, exterior walls, exterior areas and common sewage line plumbing which are otherwise Tenant’s shall perform its obligation under Section 10.01 above, and any other maintenance and repair of exterior, structural, and/or common elements which Landlord shall elect, and Tenant shall, in lieu of the obligations set forth under Section 10.01 above with respect to such items, be liable for its Proportionate Share of the expenses so incurred by Landlord; provided, Tenant shall reimburse Landlord for 100% of any such expense incurred by Landlord due to the act or omission of Tenant or any Tenant Entity. If Landlord defaults in performing any of its non-structural repair and maintenance obligations to the Premises as expressly stated in this Lease and such default creates a risk of imminent injury to person or substantial property damage or unreasonably and materially interferes with Tenant’s ability to conduct its business at the Premises, and such default is not remedied by Landlord within 30 days after Tenant shall have given Landlord written notice specifying such default, and in the case of any such default which cannot with due diligence and in good faith be cured within 30 days, within such additional period as may be reasonably required to cure such default with due diligence and in good faith (it being intended that, in connection with any such default which is not susceptible of being cured with due diligence and in good faith within 30 days, the time within which Landlord is required to cure such default shall be extended for such additional period as may be necessary for the curing thereof with due diligence and in good faith), then Tenant, without being obligated to do so, shall have the right, but not the obligation, to perform the nonstructural repair or maintenance obligation to the Premises which Landlord failed to perform. Subject to the remaining terms and conditions of this paragraph, the full amount of the reasonable costs and expenses so incurred by Tenant (the “Reimbursable Costs”) shall be paid by Landlord to Tenant, within 30 days after written demand therefore (provided that such written demand is accompanied by reasonable documented evidence of the Reimbursable Costs). If Landlord delivers to Tenant within 30 days after receipt of Tenant’s invoice of Reimbursable Costs, a written objection to the payment of such invoice, setting forth with reasonable particularity Landlord’s reasons for its claim that such action did not have to be taken by Landlord pursuant to the terms of this Lease or that the charges are excessive (in which case Landlord shall pay the amount it contends would not have been excessive), then, as Tenant’s sole remedy, Tenant may proceed to claim a default by Landlord and file an action in a manner consistent with court of competent jurisdiction in connection therewith. Except as provided in this Section 10.02, Tenant expressly waives the landlords benefit of any statute or other first class office buildings legal right now or hereafter in effect which would otherwise afford Tenant the general vicinity right to make repairs at Landlord’s expense, whether by deduction of rent or otherwise, or to terminate this Lease because of Landlord’s failure to keep the Property, or any part thereof in good order, condition and repair. Further, Tenant waives all rights to claim a lien under §91.004(b) of the BuildingTexas Property Code or any other Law against the rent, the Project or Landlord’s property.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as existed when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to five percent (5% %) of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, Landlord shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises maintain in as good condition and operating order and keep in good repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalfcondition, in which case Tenant shall pay Landlorda manner commensurate with the Comparable Buildings and in a clean, upon demandsafe and neat condition, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building Building, including the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including the foundation and roofelevator shafts), the roof stairs, stairwells, elevator cab, men's and exterior walls women's washrooms, Building mechanical, electrical and windows of telephone closets, and all common and public areas servicing the Building, including the parking areas, landscaping and all mechanical exterior Project signage (including HVAC)collectively, "Building Structure") and the Base Building mechanical, electrical, plumbing life safety, plumbing, sprinkler systems and fire/lifeHVAC systems which were not constructed by Tenant Parties (collectively, the "Building Systems") and the Project Common Areas. The term “Building Systems”, for the avoidance of doubt, shall expressly exclude any heat pumps and variable air volume (“VAV”) boxes on any floor of the Premises (including, without limitation, any heat pumps and VAV boxes existing on any floor of the Premises as of the Effective Date). Notwithstanding anything in this Lease to the contrary, Tenant shall be liable for the reasonable, actual, out-safety systems serving of-pocket costs and expenses incurred by Landlord to repair the Building in general, excluding additions or upgrades Structure and/or the Building Systems to such Building systems made by the extent caused due to Tenant, whether located inside or outside '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 Tenant's own expense, keep the Premises. Landlord’s shall perform its maintenance , including all improvements, fixtures, equipment, interior window coverings, and repair obligations furnishings therein, and the floor or floors of the Building on which the Premises is located, in a manner consistent with the landlords of other first class office buildings standards in the general vicinity market in which the Project is located 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 as applicable to the Premises. If Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant's failure to repair within ten (10) business days thereafter, but need not, make such repairs and replacements, and Tenant shall pay Landlord the reasonable and actual cost thereof (plus a five percent (5%) administrative fee) within thirty (30) days after Tenant's receipt of an invoice therefor together with reasonable supporting evidence. Landlord may, but shall not be required to, enter the Premises 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 hereunder, any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall enter the Premises pursuant to Article 27 of this Lease and shall otherwise use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar Law.

Repairs. Subject to Section 11Except as otherwise provided in Article VII, except as resulting from Tenant, at its expense, shall perform all non-structural maintenance and repairs ’s negligence or misuse (including replacements) to the interior 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 customary use of the 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 the Building, including but not limited to the roof, exterior walls, and windows and skylights and all Landlord’s Work pursuant to the Landlord’s Work Guaranty. Landlord shall also be responsible for (i) all exterior maintenance, repairs and replacements necessary to keep the Premises in as good condition and working order all Common Areas of the Building and the Park, and the trees, shrubs, plants, landscaping, parking areas (including the Building Parking Area), driveways and walkways on the Lot or elsewhere in the Park, including but not limited to, all lighting and other fixtures and equipment serving such parking areas, driveways and walkways, (ii) providing 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 replace all equipment, appliances and utility systems in the Building as when Tenant took possession of the Term Commencement Date and as thereafter improved by the same may be replaced, including, without limitation, 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 maintain the 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 incurred pursuant to the provisions of Section 4.2, other than if such repairs and/or Tenantreplacements are necessary due to a breach of Landlord’s Work Guaranty, except for damage by casualty (the costs of which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereundersole responsibility. Tenant’s All other repairs and maintenance and repair obligations shall include (a) all leasehold improvements in within the Premises, whenever and by whomever installed or paid forexcept as specifically otherwise provided for herein, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding shall be 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 the Premises, whether located inside or outside responsibility of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23)Tenant. Notwithstanding the foregoing, Landlord mayshall have no responsibility to install, if requested by Tenantrepair, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demandmaintain or replace any security system, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. parties expressly agreeing that Landlord shall perform all maintenance and repairs have no responsibility whatsoever for providing any security to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) Building or Lot. In the Common Areas. As used herein, “Base Building” means the structural portions event that Tenant gives notice to Landlord of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. a condition which Tenant believes requires Landlord’s shall perform its maintenance and repair obligations repairs or a condition which, if left uncorrected, will necessitate Landlord’s repair, then, in a manner consistent accordance with the landlords terms of other first class office buildings in this Section 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 general vicinity 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 Building.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. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises (excluding any structural components not installed by Tenant) in as good condition and repair as existed when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear tear, damage (other than to trade fixtures) resulting from a Casualty, and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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, if requested a Default or emergency exists by reason of Tenant, ’s failure to perform such maintenance and repairs repairs, Landlord may, at its option, perform such work on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof (including the roof covering) and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows structure) of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject (a) Except to the extent that the need for repairs or replacements to or maintenance of the Premises arises from the negligence or willful misconduct of Landlord or any Landlord Indemnified Parties, and subject to Section 117.03, Tenant, at its expense, Tenant shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises (including, without limitation, all Improvements) in as good condition and repair as when Tenant took possession and as thereafter improved by and, upon expiration or earlier termination of the Term, shall surrender the same to Landlord and/or Tenantin its then-existing condition, except for damage by casualty reason of Casualty and any other items Tenant is not expressly responsible for under this Lease excepted. Tenant’s obligation shall include, without limitation (which shall be governed by and notwithstanding the terms provisions of Article 11 of this Lease, Section 4.05(b) below), reasonable wear the obligation to repair all damage caused by Tenant, its agents, employees, invitees and tear licensees to the equipment and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements other installations 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to it being agreed that (i) Tenant shall be obligated to repair any such damage to equipment and other installations within the roof Premises if such damage adversely affects any Building systems, the Building’s structural components, and/or any area outside of the Premises and exterior walls (ii) Landlord shall have no obligation to repair any such damage within the Premises unless such repair is expressly provided to be Landlord’s responsibility under Section 4.05(b) or the first sentence of this Section 4.05(a). Any maintenance, repair or replacement to the windows, the Building systems, the Building’s structural components or any areas outside the Premises and windows which is Tenant’s obligation to perform shall be performed by Landlord at Tenant’s expense, together with Landlord’s 3% fee and 3% overhead, which expense shall be equal to Landlord’s reasonable Actual Costs. (b) Subject to the second sentence of Section 4.05(a) and to Section 4.05(c), and except to the extent Tenant has elected to Self-Perform the applicable services, repairs or maintenance (but not replacements except as provided in Section 4.05(c)), Landlord, at Landlord’s expense (but subject to reimbursement by way of Operating Expenses to the extent includable therein and (subject to Section 7.03) at Tenant’s expense if caused by the negligence or willful misconduct of Tenant, Persons claiming by, through or under Tenant, or their respective contractors, agents or employees), shall operate, maintain, repair and replace, if necessary, (i) all structural portions of the Building, both exterior and interior, such as, by way of example only, the roof, façade, foundation, footings, exterior walls, load-bearing columns, ceiling and floor slabs, windows, window ▇▇▇▇▇ and sashes, (ii) all common and public service areas of the Base BuildingProject, including, without limitation, all common escalators and elevators, driveways (including the 33rd Street porte cochere), landscaped areas and corridors, (iii) all Base Building elements Systems, (iv) core restrooms (including all fixtures located therein), core electrical closets, core telecommunications closets, janitor closets and core mechanical rooms, and (v) the sidewalks adjacent to the Building, throughout the Term, and in such a manner as is consistent with the maintenance, operation and repair standards of Comparable First Class Office Buildings; provided, that, except as expressly set forth in Section 3.02(d), Landlord shall have no liability to Tenant for any failure to maintain such standards except to the extent such failure affects Tenant’s use and enjoyment of the Premises or access to the Premises, and the entrances to the Building Lobby or any areas described in clauses (iiiii), (iv) the Common Areas. As used hereinor (v) above, “Base Building” means the structural portions or other areas of the Building that Tenant has the right to access and use pursuant to the express terms of this Lease. (including c) Tenant shall be responsible for the foundation replacement of (A) the Tenant Unit AC System and roofall components thereof, (B) any Base Building Systems or components thereof if Tenant elected to Self-Perform the applicable service at any time during the Term and the need for replacement is attributable to Tenant’s failure to comply with its obligations under Section 3.03, (C) any meters for which Tenant is responsible pursuant to the Metering Schedule and (D) any systems or components for which, pursuant to the RIPOM, Tenant is the party responsible for replacement, and in each case such replacement shall be of at least comparable quality and performance as the system, component or other item being replaced. If Landlord is obligated to replace any Base Building System or component thereof that includes any Landlord MEP Upgrades (as defined in the DCA), the roof and exterior walls and windows or any portion of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety electrical systems serving the Building Premises that include upgrades requested in general, excluding additions or upgrades to such Building systems made writing by Tenant, whether located inside then Landlord may replace such Base Building System or outside of the Premises. component with items that, in Landlord’s reasonable judgment, constitute building standard equipment or components, and shall perform its maintenance not be obligated to include such Landlord MEP Upgrades or electrical upgrades in connection with such replacement unless Tenant elects to pay the incremental Actual Cost of such Landlord MEP Upgrades or electrical upgrades in excess of building standard replacements, together with Landlord’s 3% fee and repair obligations in a manner 3% overhead. However, if it is not practicable to replace such equipment or component with building standard equipment or components, then Landlord shall replace such Base Building Systems or components with items consistent with the landlords Landlord MEP Upgrades or electrical upgrades and Tenant shall pay the incremental Actual Cost of other first class office buildings in the general vicinity of the Buildingsuch Landlord MEP Upgrades above a building standard replacement, together with Landlord’s 3% fee and 3% overhead. Tenant shall pay any costs for which it is liable under this Section 4.05(c) within 30 days after written demand delivered together with reasonably detailed supporting documentation.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 510% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to five percent (5% %) of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s In addition to the foregoing, Landlord shall at all times maintain the Building in a manner consistent with Comparable Buildings and in compliance with applicable Laws. Landlord shall perform its maintenance and repair obligations in a manner consistent with that is reasonably designed to minimize disruption of the landlords operation of the businesses of Tenant and the other first class office buildings in the general vicinity tenants of the Building; provided that the foregoing shall not be construed to require Landlord to perform work before or after normal business hours unless that nature of the work is such that commonly accepted practice in Comparable Buildings would be to perform such work before or after normal business hours.

Repairs. Subject to Section 11Except as otherwise expressly provided herein, TenantLandlord shall, at its expenseLandlord’s sole cost and expense (and not as Additional Rent), shall perform all non-structural maintenance make such repairs, major repairs and repairs replacements (including replacements) as opposed to the interior of the Premisesroutine maintenance, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by Tenant’s obligation as set forth in Section 6.1.3 below, except with respect to the terms HVAC cooling tower as provided below) to (i) the Building’s exterior walls, roof, elevator shafts, footings, foundations, structural portions of Article 11 load-bearing walls, structural floors and subfloors, slab and structural columns and beams, and (ii) the existing HVAC cooling tower serving the Premises (as distinguished from all other components of this Lease, belowthe HVAC systems providing service to the Premises), reasonable wear as may be necessary to keep same in good repair and tear condition, including, without limitation, routine maintenance thereof, repairs thereto and to the extent necessary replacement thereof (exclusive of equipment installed by Tenant and except for those repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in the Premises, whenever and required to be made 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 leaseSection 6.1.3 hereof) (collectively, but excluding the Base Building (the “Leasehold ImprovementsLandlord's Repair Items”); (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). Notwithstanding the foregoing, Landlord maybut subject to the provisions of Article 7 below which shall govern in the event of a Casualty (as that term is defined in Section 7.1 below), if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlordfor the cost of any repairs or replacements resulting from or arising in connection with (a) the negligence or willful acts of Tenant, upon demandTenant’s employees, the actualagents, documented cost invitees, sublessees, licensees or contractors, or anyone else claiming under Tenant, (b) Tenant’s failure to Landlord for such work plus a coordination fee equal to 5% of such costobserve or perform any condition or agreement contained in this Lease, or (c) any alterations, additions or improvements made by Tenant or anyone claiming under Tenant. Except as expressly set forth above in this Section 5.1.4, Landlord shall perform no obligation to maintain, repair or replace all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements or any portion of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including or the foundation and roof)Property, the roof and exterior walls and windows all of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/lifewhich shall be Tenant’s sole responsibility as set forth in Section 6.1.3 below. [*]. MACROBUTTON DocID \\4157-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.4592-2399 v1

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 5% of such cost. Landlord shall perform maintain the following items in first class condition and repair and in accordance with all maintenance and repairs to applicable Laws: (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including without limitation the foundation and rooffoundation, floor/ceiling slabs, columns, beams, shafts (including elevator shafts), the roof stairs, stairwells and exterior walls and windows of the Buildingelevator cabs), and together with all mechanical (including without limitation the sprinkler systems and HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by TenantBuilding, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, Landlord shall at its expense, shall perform all non-structural maintenance and repairs (including replacements) to times during the interior of the Premises, and keep the Premises Lease Term maintain in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means operating order the structural portions of the Building (including the foundation and roof)Building, including, without limitation, the roof 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- ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ [Akero Therapeutics, Inc.] restrooms and exterior walls and windows of all Common Areas (collectively, the Building“Building Structure”, and all mechanical (including HVAC)the Base Building mechanical, electrical, plumbing life safety, plumbing, sprinkler and fire/life-safety HVAC systems serving installed or furnished by Landlord (collectively, the “Building in generalSystems”). Landlord shall also maintain and repair the solar window film on the inside of the exterior Building windows, excluding additions or upgrades provided that if damage to such Building systems made solar window film is caused by Tenant, whether located inside or outside 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 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, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that, if Tenant fails to do so, Landlord shall have the exclusive right, at Landlord’s option, but not the obligation, to make such repairs and replacements, and Tenant shall perform pay to Landlord the cost thereof, including Landlord’s standard fee for its maintenance involvement with such repairs and repair obligations replacements, promptly upon being billed for same. Landlord may, but shall not be required to, enter the Premises, as provided in a manner consistent with Article 27, below, at all reasonable times to make such repairs, alterations, improvements or additions to the landlords of other first class office buildings Premises or to the Project or to any equipment located in the general vicinity Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, Landlord shall perform all nonmaintain in first-structural maintenance class condition and repairs (including replacements) to the interior of the Premises, operating order and keep the Premises in as good repair and condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building Building, including the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including the foundation and roofelevator shafts), the roof fire stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, men's and exterior walls women's washrooms, Building mechanical, electrical and windows of the Buildingtelephone closets, and all mechanical common and public areas (including HVAC)collectively, "Building Structure") and the Base Building mechanical, electrical, plumbing life safety, plumbing, sprinkler systems and fire/life-safety HVAC systems serving which were not constructed by Tenant Parties (collectively, the "Building Systems") and the Common Areas. Notwithstanding anything in this Lease to the contrary, Tenant shall be required to repair the Building in general, excluding additions or upgrades Structure and/or the Building Systems to such Building systems made by the extent caused due to Tenant, whether located inside or outside '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 Tenant's own expense, keep the Premises. Landlord’s shall perform its maintenance , including all improvements, fixtures and repair obligations in a manner consistent furnishings therein, and the floor [***] Confidential portions of this document have been redacted and filed separately with the landlords of other first class office buildings in the general vicinity of the BuildingCommission.

Repairs. Subject a. The Tenant shall keep and not misuse the Premises so that they may be returned to Section 11the Landlord in good order and condition, Tenantexcepting ordinary wear and tear. b. The Landlord, at its expensesole cost, shall perform all non-structural maintenance repair, replace and repairs (including replacements) shall charge back to Tenant as and if allowed within Common Area Maintenance costs, the interior exterior and structure of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in the Premises, whenever and by whomever installed or paid for, building 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of any relevant improvements on lands used in connection with the Premises, including but not limited to ditches, drains, sewers, utility lines, driveways, sidewalks, parking areas, lighting, landscaping and fencing, and make all structural repairs. c. Tenant shall keep in good order, condition and repair the Premises and every part thereof, structural (iiibut only to extent the need for structural repairs are caused by Tenant) and non-structural including, without limiting the Common Areas. As used herein, “Base Building” means the structural portions generality of the Building (including the foundation and roof)foregoing, the roof and exterior walls and windows of the Buildingall plumbing, and all mechanical (including HVAC)heating, air conditioning, ventilating, electrical, plumbing lighting facilities and fire/life-safety systems serving the Building equipment within and placed in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of service solely in the Premises. Landlord, fixtures, walls, ceilings, floors, windows, doors, plate glass and skylights located within the Premises. d. If Tenant fails to perform Tenant’s obligations under this Paragraph 5, or under any other paragraph of this Lease, Landlord may, at its option (but shall perform its maintenance and repair obligations in a manner consistent with not be required to) enter upon the landlords of other first class office buildings Premises after ten (10) days prior written notice to Tenant (except in the general vicinity case of an emergency, in which case no notice shall be required), perform such obligations on Tenant’s behalf and put the Buildingsame in good order, condition and repair, and the cost thereof shall be due and payable as additional rent to Landlord together with ▇▇▇▇▇▇’s next rent installment.

Repairs. Subject to Section 11Except as otherwise provided in Article 7, Tenant, at its expense, shall perform all non-except as resulting from settling or sagging within standard engineering tolerance (provided that the settling or sagging does not affect the surface or structural maintenance integrity of the Building or in any way materially affect the ordinary and repairs (including replacements) to the interior customary use of the Premises, or any part thereof by Tenant), Landlord shall maintain the structural integrity of the Building, including, without limitation, 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 keep the Premises in as good condition and working order all common areas of the Park, and 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 such parking areas, driveways and walkways, (ii) providing the services and performing the maintenance work set forth in Section 4.2 and Article 7 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 as when Tenant took possession and as thereafter improved by Landlord and/or Tenantreplace the HVAC, except for damage by casualty (which life/safety, plumbing, electrical and mechanical equipment in the Building, such that it shall be governed by in good operating condition throughout the terms of Article 11 of this Lease, below)Term, reasonable wear and tear excepted. Landlord shall make all of such repairs and repairs replacements necessary to maintain the foregoing in good working order comparable other first class buildings in the Burlington Area and in compliance with all laws and all costs and expenses under this Section 5.1.3 shall constitute Operating Costs to the extent provided by to the provisions of Section 4.2, except that are Landlord’s express responsibility hereunder. Landlord shall be responsible at its sole cost and expense (except if relating to Tenant’s maintenance negligence and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalfmisuse, in which case Tenant the same shall pay Landlordbe at Tenant’s cost and expense, upon demandsubject to Section 10.13), to repair, maintain and replace throughout the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) Term the roof and exterior walls and windows of the Building, (ii) the Base BuildingBuilding structure, including all Base Building elements of the footings, foundation and columns. All other repairs and maintenance reasonably required within the Premises, and (iii) the Common Areas. As used except as specifically otherwise provided for herein, “Base Building” means shall be the structural portions responsibility of Tenant. In the Building (including the foundation and roof), the roof and exterior walls and windows event that Tenant gives notice to Landlord of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. a condition which Tenant believes requires Landlord’s shall perform its maintenance and repair obligations repairs or a condition which, if left uncorrected, will necessitate Landlord’s repair, then, in a manner consistent accordance with the landlords terms of other first class office buildings in this Section 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 general vicinity Term to provide Landlord notice as soon as reasonably possible of any condition within the Building.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. Subject to Section 11, Tenant, at its Tenant’s sole cost and expense, shall promptly make all repairs and restoration, perform all non-structural maintenance maintenance, and repairs (including replacements) make all replacements in and to the interior Premises that are necessary or desirable to keep the Premises in first class condition and repair, in safe and tenantable condition, and otherwise in accordance with the requirements of this Lease. Tenant shall maintain all fixtures, furnishings and equipment located in, or exclusively serving, the Premises in clean, safe and sanitary condition, shall take good care thereof and make all required repairs and replacements thereto. Tenant shall suffer no waste or injury to any part of the Premises, and keep shall, at the expiration or earlier termination of the Term, surrender the Premises in as good an order and condition equal to their order and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantcondition on the Commencement Date, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable ordinary wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Without limiting the generality of the foregoing, Tenant, at Tenant’s maintenance sole cost and repair obligations expense, shall include promptly make all repairs to (a) all leasehold improvements in exterior and interior walls, roof, ceilings, exterior and interior doors and windows and related hardware, foundation and structural integrity of structure of 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 any pipes, lines, ducts, wires or conduits contained within the Premises, (c) Tenant’s signs, (d) any heating, ventilation and air conditioning unitsconditioning, kitchens (including hot water heaterselectrical, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively ventilating or plumbing equipment installed in or serving the Premises, whether located inside or outside of (e) all glass, window panes and doors, (f) any other mechanical systems serving the Premises, and whenever and by whomever installed or paid for; and (cg) all Lines (defined in Section 23). Notwithstanding the foregoingpaved parking areas, Landlord may, if requested by Tenant, perform such maintenance driveways and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premiseswalkways, and (iiih) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildinglandscaping.

Repairs. Subject to Section 1110.01 Tenant shall take good care of the Premises and the fixtures and appurtenances therein, Tenant, at its expense, and shall perform make all non-structural maintenance repairs necessary to keep them in good working order and condition, and all structural repairs (including replacements) when those are necessitated by the act, omission or negligence of Tenant or its agents, employees, invitees or contractors, subject to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms provisions of Article 11 hereof. During the term of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in Tenant may have the use of any air-conditioning equipment servicing the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)subject to the provisions of Article 35 of this Lease, 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalfshall reimburse Landlord, in which case Tenant shall pay Landlordaccordance with Article 41 of this Lease, upon demand, for electricity consumed by the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such costequipment. Landlord shall perform all maintenance and repairs to (i) the roof and The exterior walls and windows roofs of the Building, (ii) the Base Buildingmechanical rooms, including service closets, shafts, areas above any hung ceiling and the windows and the portions of all Base Building elements window ▇▇▇▇▇ outside same are not part of the PremisesPremises demised by this Lease, and (iii) Landlord hereby reserves all rights to such parts of the Common AreasBuilding. As used hereinTenant shall not paint, “Base Building” means alter, drill into or otherwise change the appearance of the windows including, without limitation, the ▇▇▇▇▇, jambs, frames, sashes, and meeting rails. 10.02 Landlord shall maintain and repair the structural portions elements and the common facilities, equipment and systems of the Building (including other than the foundation and roof), the roof and exterior walls and windows distribution portions of the Building’s systems located in the Premises) and the perimeter heating system. Notwithstanding anything to the contrary contained herein, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving Landlord’s aforesaid obligation shall be performed at the Building in general, excluding additions expense of Tenant to the extent that the need for same arises out of the negligence or upgrades to such Building systems made by willful misconduct of Tenant, whether located inside its employees, agents or outside invitees, or Tenant’s breach of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords terms, covenants or conditions of other first class office buildings in the general vicinity of the Buildingthis Lease.

Repairs. Subject to Section 11, Tenant, at its expense, (a) Tenant shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises (including, without limitation, all Fixtures) in as good condition and repair and, upon expiration or earlier termination of the Term, shall surrender the same to Landlord in the same condition as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)first occupied, reasonable wear and tear excepted and repairs that are Landlord’s express responsibility hereunderotherwise in the condition required under Section 4.03(c). Tenant’s maintenance obligation shall include, without limitation (and notwithstanding the provisions of Section 4.05(b) below), the obligation to repair obligations all damage caused by Tenant, its agents, employees, invitees and licensees to the equipment and other installations in the Premises or anywhere in the Building. Any maintenance, repair or replacement to the windows, the Building systems, the Building’s structural components or any areas outside the Premises and which is Tenant’s obligation to perform shall include be performed by Landlord at Tenant’s reasonable expense. Tenant shall not commit or allow to be committed any waste or damage to any portion of the Premises or the Project. (ab) Subject to the second sentence of Section 4.05(a), Landlord, at Landlord’s expense (but subject to reimbursement by way of Operating Expenses to the extent includable therein), shall operate, maintain, repair and replace, if necessary, (i) all leasehold improvements structural portions of the Building, such as, by way of example only, the roof, foundation, footings, exterior walls, load-bearing columns, ceiling and floor slabs, windows, window s▇▇▇▇ and sashes, (ii) all common and public service areas of the Building, including, without limitation, all common elevators, (iii) all Building systems serving the common and public service areas and the Premises and (iv) all fixtures located in the core restrooms in the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)throughout the Term, and any leasehold improvements installed pursuant in such a manner as is consistent with the maintenance, operation and repair standards of First Class Office Buildings; provided, that Landlord’s obligations under this Section 4.05(b) shall be limited 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 dispensersareas of, and plumbing) installations within, the Building which Tenant is entitled to use or which otherwise serve the Premises and similar facilities exclusively serving Landlord shall have no liability to Tenant for any failure to maintain such standards except to the Premises, whether located inside or outside extent such failure materially and adversely affects Tenant’s use and enjoyment of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if any damage repaired by Landlord may, if requested under this Section 4.05(b) is caused by Tenant, perform such maintenance and repairs on Tenant or any of Tenant’s behalfagents, in which case Tenant employees, invitees and licensees, such repair shall pay Landlord, upon demand, the actual, documented cost to be performed by Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by at Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingreasonable expense.

Repairs. Subject to Section 11, 11.1 Tenant, at its sole cost and expense, shall perform take good care of, and make all interior non-structural repairs to, the Premises, all repairs to Tenant's equipment, and all repairs to the HVAC system(s) installed by Tenant. Tenant shall make and be responsible for (or, at Landlord's election, Landlord shall make at Tenant's expense) all repairs, inside the Premises, ordinary or extraordinary, as and when needed to preserve the Premises in working order and condition and to keep the Premises in compliance with all Legal Requirements and Insurance Requirements and to prevent any disruption of, or adverse effect on, the Building, the Building systems, the quiet enjoyment of other tenants or to prevent any damage to the personal property of other tenants, except that Tenant shall not be responsible for the costs of any structural repairs or repairs to Building systems unless the need therefor arises out of (i) the performance of or existence of improvements made by Tenant, any subtenants or any other occupant of the Premises or their contractors, (ii) the installation, use or operation of equipment therein by Tenant, any subtenant or any other occupant of the Premises, (iii) the moving of any such equipment in or out of the Building or the Premises, (iv) the acts, omissions, negligence or misuse of or by Tenant, any subtenants or any of its or their employees, agents, contractors, occupants, licensees or invitees or their use or occupancy of the Premises (except fire or other casualty 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 (v) Legal Requirements or Insurance Requirements to the extent set forth in Section 10.1(a) or as otherwise provided in Section 11.1. Any such structural alteration of the Premises required as a result of clause (i), (ii), (iii), (iv) or (v) of the immediately preceding sentence shall be performed by Landlord, at Tenant's expense, and Tenant shall pay for the same, as Additional Rent, within thirty (30) days after its receipt of an invoice therefor. Tenant, at its sole cost and expense, shall promptly replace or repair scratched, damaged or broken doors and glass which are visible from outside the Premises, which damage and repair is caused solely by any act, omission, negligence or misuse by Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees and Tenant shall be responsible for all repairs of damaged wall and floor coverings, which are visible from outside the Premises (including, without limitation, where Tenant shall lease an entire floor, the walls, elevator doors and floor coverings in the elevator lobby and the walls, wall coverings, title and fixtures in the lavatories) where such damage is caused solely by any act, omission, negligence or misuse or by Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees. If any damage is caused by parties other than Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees, Landlord, at its sole cost and expense, shall be responsible for repairing same. Any broken window glass caused solely by any act, omission, negligence or misuse or by Tenant or any of its subtenants, or any of its or their agents, employees, contractors, occupants, licensees or invitees shall be repaired by Landlord at Tenant's expense, and Tenant shall pay for the same, as Additional Rent, within thirty (30) days after its receipt of an invoice therefor. Tenant, promptly and at its sole cost and expense, shall make all non-structural maintenance repairs in or to the Premises for which it is responsible. In the event Tenant fails to promptly make any repair or alteration required by Tenant to be performed under this Section 11.1, Landlord, at Tenant's sole cost and expense, shall have the right to make such repairs or alterations and Tenant shall pay for such repairs or alterations, as Additional Rent, within thirty (30) days after its receipt of an invoice therefor. All repairs made by or on behalf of Tenant shall be made in conformity with the provisions of Article 12, including the use of Approved Contractors, and shall be at least equal to the standards found in Class A office buildings similar in size and quality to the Building in New York, New York. (a) Landlord shall make all necessary repairs to the roof and all structural repairs to the Building. Any such structural or roof repairs occasioned by the acts, omissions, negligence or misuse of or by Tenant or any of its subtenants or any of its or their employees, agents, contractors, occupants, licensees or invitees or their use or occupancy of the Premises shall be made by Landlord at Tenant's expense. Landlord's repair obligations under this Section 11.2(a) shall exclude, however, (i) repairs (including replacementsA) to of Tenant's personal property or improvements made by or at the interior request of the PremisesTenant (including, without limitation, any Alterations), (B) not occasioned by Landlord's or Landlord's agents', employees' and on-site contractors' wrongful acts or negligence or (C) caused by Tenant or any of its subtenants or any of its or their employees, agents, contractors, occupants, licensees or invitees, and keep (ii) repairs which Tenant is obligated to make pursuant to Section 11.1 and the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 other provisions of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance of, and promptly after the receipt of a Notice from Tenant of the necessity of repair, make all necessary repairs to, the air distribution source(s) for the Premises and any security and life safety systems or devices which may be installed in the Premises by Landlord. Any repairs to the air distribution source(s) for the Premises and any security and life safety systems or devices occasioned by the acts or omissions or negligence of Tenant or any of its subtenants, or, its or their employees, agents, contractors, licensees or invitees, shall be performed by Landlord at Tenant's expense and Tenant shall pay for the same, as Additional Rent, within thirty (i30) days after its receipt of an invoice therefor. Except for the roof and exterior walls and windows foregoing repair obligation, Landlord shall have no liability for the failure of any such Building system, provided, however, Landlord shall during the Building, (ii) the Base Building, including all Base Building elements term of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/this Lease maintain a Class E life-safety systems serving the Building in general, excluding additions system (or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings equivalent) ("CLASS E LIFE SAFETY SYSTEM") in the general vicinity Building. Tenant shall be permitted to connect into such Class E Life-Safety System. The cost of all repairs and maintenance by Landlord hereunder shall be included in Operating Expenses except to the Buildingextent Landlord is reimbursed for such cost by Tenant or as may be specifically excluded by Article 5 hereof.

Repairs. Subject to Section 11, Tenant, at its expense, Landlord shall perform all nonmaintain in first-structural maintenance class condition and repairs (including replacements) to the interior of the Premises, operating order and keep the Premises in as good repair and condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building Building, including the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including the foundation and roofelevator shafts), the roof stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, Building mechanical, electrical and exterior walls and windows of the Buildingtelephone closets, and all mechanical common and public areas (including HVAC)collectively, "Building Structure") and the Base Building mechanical, electrical, plumbing life safety, plumbing, sprinkler systems and fire/life-safety HVAC systems serving which were not constructed by Tenant Parties (collectively, the "Building Systems") and the Project Common Areas. Notwithstanding anything in this Lease 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 Tenant's own expense, keep the entire Premises (specifically including, without limitation, the following: (x) all "Tenant Improvements" constructed pursuant to the Tenant Work Letter attached to this Lease as Exhibit B , all "Alterations," as that term is defined in generalArticle 8, excluding below, (y) the floor or floors of the Building on which the Premises are located, and (z) interior glass, doors, frames, hardware, locks, light bulbs, ballasts, and all other improvements, fixtures and furnishings within the Premises) in good order, repair and condition at all times during the Lease Term; provided, however, Tenant's 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 ▇▇▇▇▇▇ REALTY 57198 I.06/WLA ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ K4064-066/6-8-04/pjr/pjr -21-[STMicroelectronics, Inc.] 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, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may (after written notice to Tenant and Tenant's failure to (A) commence repair within five (5) business days thereafter, or (B) diligently pursue the such repair to completion), 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; 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 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 upgrades 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 (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 Building systems made entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, whether located inside or outside access to, the Premises; provided that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of or access to, the Premises. Landlord’s shall perform its maintenance Tenant hereby waives any and repair obligations in a manner consistent with the landlords all rights under and benefits of other first class office buildings in the general vicinity subsection 1 of Section 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject a. The Tenant shall keep and not misuse the Premises so that they may be returned to Section 11the Landlord in good order and condition, Tenantexcepting ordinary wear and tear. b. The Landlord, at its expensesole cost, shall perform all non-structural maintenance repair, replace and repairs (including replacements) shall charge back to Tenant as and if allowed within Common Area Maintenance costs, the interior exterior and structure of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in the Premises, whenever and by whomever installed or paid for, building 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of any relevant improvements on lands used in connection with the Premises, including but not limited to ditches, drains, sewers, utility lines, driveways, sidewalks, parking areas, lighting, landscaping and fencing, and make all structural repairs. c. Tenant shall keep in good order, condition and repair the Premises and every part thereof, structural (iiibut only to extent the need for structural repairs are caused by Tenant) and non-structural including, without limiting the Common Areas. As used herein, “Base Building” means the structural portions generality of the Building (including the foundation and roof)foregoing, the roof and exterior walls and windows of the Buildingall plumbing, and all mechanical (including HVAC)heating, air conditioning, ventilating, electrical, plumbing lighting facilities and fire/life-safety systems serving the Building equipment within and placed in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of service solely in the Premises. Landlord, fixtures, walls, ceilings, floors, windows, doors, plate glass and skylights located within the Premises. d. If Tenant fails to perform Tenant’s obligations under this Paragraph 5, or under any other paragraph of this Lease, Landlord may, at its option (but shall perform its maintenance and repair obligations in a manner consistent with not be required to) enter upon the landlords of other first class office buildings Premises after ten (10) days prior written notice to Tenant (except in the general vicinity case of an emergency, in which case no notice shall be required), perform such obligations on Tenant’s behalf and put the Buildingsame in good order, condition and repair, and the cost thereof shall be due and payable as additional rent to Landlord together with Tenant’s next rent installment.

Repairs. Subject Section 9.01. The Tenant shall keep the Demised Premises in good condition and repair, and shall redecorate, paint and renovate the Demised Premises as may be necessary to Section 11keep them in good 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 sole cost and expense, throughout the Term of this Lease, as extended or renewed, maintain a dumpster for depositing its trash and 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 ▇▇▇▇▇▇ including by way of example but not limitation the health or fire department. The Tenant shall keep the sidewalks, parking lot and 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 of this Lease, the Tenant, at its sole cost and expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior will take good care of the PremisesDemised Premises including by way of example but not limitation, the tanks, racks, roof, boiler, heating systems, plumbing systems, electrical system and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantsprinkler, except for damage by casualty (which shall be governed by the terms of Article 11 of this Leasegas fired unit heaters, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 rooftop heating, ventilation ventilating and air conditioning ("HVAC") units, kitchens (including hot water heatersoverhead doors, dishwashersoverhead door openers, garbage disposalsexhaust fans, insta-hot dispensersventilating fans, plumbing fixtures, lights, outlets, electrical panels, exit lights, emergency lights, exterior lighting, fences, landscaping, tree trimming and weed removal, and plumbing) the sidewalks and similar facilities exclusively serving curbs adjoining the Premises, whether located inside or outside of Demised Premises and will keep the Premises, same in good order and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.condition and

Repairs. Subject 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 (as opposed to Section 11the roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men's and women's washrooms, underground utilities, Building mechanical, electrical and telephone closets, and all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, 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 Lease 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 expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of keep the Premises, including all improvements, fixtures and keep furnishings therein, and the floor or floors of the Building on which the Premises are located, in as good order, repair and condition at all times during the Lease Term, but such obligation shall not extend to the Building Structure or Building Systems except pursuant to the BS/BS Exception. In addition, Tenant shall, at Tenant's own expense, but under the supervision and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by subject to the terms prior approval of Article 11 of this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 within any leasehold improvements installed 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 or Building Systems pursuant to any prior leasethe BS Exception; provided however, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heatingthat, ventilation and air conditioning unitsat Landlord's option, 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). Notwithstanding the foregoingif Tenant fails to make such repairs, Landlord may, if requested by after written notice to Tenant and Tenant, perform 's failure to repair within five (5) days thereafter (unless more than five (5) days is required to effectuate such maintenance and repairs on Tenant’s behalfrepair, in which case Tenant shall have the time reasonably required to complete the repair, so long as Tenant commence the repair during the five (5) day period and diligently completes such repair), but need not, make such repairs and replacements, and Tenant shall pay LandlordLandlord the cost thereof, upon demandincluding 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 actual, documented 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 work plus a coordination fee equal 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 5% of the Building Systems and Building Structure to the extent provided for in this Lease, and Landlord may nevertheless make such costrepairs 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 perform not be required to, enter the Premises at all maintenance and repairs 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 (i) the roof and exterior walls and windows of the Buildingemergencies, (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, or (iii) repairs which are the Base Buildingobligation of Tenant hereunder, including all Base Building elements of any such entry into the Premises by Landlord shall be performed in a manner so as not to materially interfere with Tenant's use of, or access to, the Premises; provided that, with respect to items (ii) and (iii) the Common Areas. As used hereinabove, “Base Building” means the structural portions of the Building (including the foundation and roof)Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, the roof and exterior walls and windows of the Buildingor access to, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance Tenant hereby waives any and repair obligations in a manner consistent with the landlords all rights under and benefits of other first class office buildings in the general vicinity subsection 1 of Section 1932 and Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) subject to the second sentence in Section 2.1.2 hereof and Section 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 the PremisesTenant, 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, if requested by Tenantin 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 actual, documented cost to Landlord for of such work plus a coordination fee equal to 53% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including including, without limitation, the foundation roof, the roofs membrane and roofthe foundation), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject to Section 11, Tenant, at its expense, (a) Tenant shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises (including, without limitation, all Fixtures) in as good condition and repair as when Tenant took possession and as thereafter improved by and, upon expiration or earlier termination of the Term, shall surrender the same to Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)in good condition, reasonable wear and tear tear, damage by reason of Casualty and repairs that are Landlord’s express responsibility hereunderany other items Tenant is not expressly responsible for under this Lease excepted. Tenant’s maintenance obligation shall include, without limitation (and notwithstanding the provisions of Section 4.05(b) below), the obligation to repair obligations shall include (a) all leasehold improvements damage caused by Tenant, its agents, employees, invitees and licensees to the equipment and other installations 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 the Premises, whether located inside or outside of the Premises, it being agreed that (i) Tenant shall be obligated to repair any such damage to equipment and whenever and by whomever installed or paid for; other installations within the Premises if such damage adversely affects any Building systems, the Building’s structural components, and/or any area outside of the Premises and (cii) Landlord shall have no obligation to repair any such damage within the Premises unless such repair is expressly provided to be Landlord’s responsibility under Section 4.05(b). Any maintenance, repair or replacement to the windows, the Building systems, 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, which expense shall be reasonable and without profit or ▇▇▇▇-up by Landlord or any Landlord Affiliate. (b) Landlord, at Landlord’s expense (but subject to reimbursement by way of Operating Expenses to the extent includable therein), shall operate, maintain, repair and replace, if necessary (i) all Lines structural portions of the Building, such as, by way of example only, the roof, foundation, footings, exterior walls, load-bearing columns, ceiling and floor slabs, windows, window ▇▇▇▇▇ and sashes, (defined ii) all common and public service areas of the Building, including, without limitation, any common elevators, escalators, access areas and driveways, landscaped areas and corridors, (iii) all Building systems serving the common and public service areas and the Premises and (iv) all fixtures located in the core restrooms (x) in the Premises or (y) which are common restrooms located on a floor of the Building only a portion which is included in the Premises, as well as the plumbing serving such core restrooms, throughout the Term, and in such a manner as is consistent with the maintenance, operation and repair standards of First Class Office Buildings; provided, that Landlord’s obligations under this Section 23)4.05(b) shall be limited to areas of, and installations within, the Building which Tenant is entitled to use or which otherwise serve the Premises. Notwithstanding the foregoing, if any damage repaired by Landlord may, if requested under this Section 4.05(b) is caused by Tenant, perform such maintenance and repairs on Tenant or any of Tenant’s behalfagents, in employees, invitees and licensees, such repair shall be performed by Landlord at Tenant’s expense, which case Tenant expense shall pay Landlord, upon demand, the actual, documented cost to be reasonable and without profit or ▇▇▇▇-up by Landlord for such work plus a coordination fee equal to 5% of such cost. or any Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the BuildingAffiliate.

Repairs. Subject to Section 11(a) Tenant shall keep, Tenantmaintain and preserve the Premises other than the Building Systems and Building Structure (except as otherwise specifically provided herein) in a first class condition and repair, normal wear and tear excepted, and shall, when and if needed, at its Tenant's sole cost and expense, make all repairs to the Premises and every part thereof except as required by Landlord as specifically provided herein. In that regard, Tenant shall perform maintain and repair at its sole cost and expense, and with maintenance contractors approved by Landlord, all non-structural maintenance and repairs (including replacements) to the interior of Base Building facilities within the Premises, including to the extent same were not part of the Base Building lavatory, shower, toilet, wash basin and keep kitchen facilities and HVAC systems, including all plumbing connected to said facilities or systems installed by or on behalf of Tenant, and all Tenant Improvements. Landlord shall have no obligation to alter, remodel, improve, repair, decorate or paint the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantor any part thereof, except for damage by casualty as stated in Subparagraph 15(b) below. (which shall be governed by the terms of Article 11 of b) Except as otherwise provided in this Lease, below), reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. Landlord shall perform repair and maintain at all maintenance and repairs to times during the Term of this Lease (i) the roof and exterior walls and windows structural portions of the Building, (ii) the Base Building, including the foundation, floor/ceiling slabs, roof, curtain walls, exterior glass and mullions, columns, beams, shafts (including elevator shafts), common area stairwells, common area elevator cabs, common area escalators, common area plazas, common area art work, sculptures and washrooms, common area mechanical, electrical and telephone closets and all other Common Areas (collectively, "Building Structure"), and (ii) the mechanical, electrical, life safety, plumbing, sprinkler systems (connected to the core) of the Base Building elements (as opposed to any particular premises (e.g., executive washrooms) and HVAC systems (including primary and secondary loops connected to the core) ("Building Systems") in first class condition and repair and shall operate the Building as a first class Comparable Building. Notwithstanding anything in the Lease to the contrary, Tenant shall not be required to make any repair to, modification of, or addition to the Building Structure and/or the Building Systems except and to the extent of a Tenant Related Cause. Tenant may request that repairs and maintenance having a material effect on Tenant's use of the Premises be performed during non-business hours, and Landlord shall comply with such request to the extent compliance does not increase Landlord's costs (unless Tenant agrees to pay for such increased costs). All of Landlord's costs under this Subparagraph (b) shall be passed through to Tenant as an Operating Expense, unless expressly excluded in this Lease and subject to the amortization requirements. (c) In the event Tenant is prevented from using, and does not use, the Premises or any portion thereof, for five (5) consecutive business days or twelve (12) days in any twelve (12) month period ("Eligibility Period") as a result of (a) any damage or destruction to the Base Building, the Parking Area and/or the Premises, (b) any repair, maintenance or alteration performed by Landlord after the Commencement Date and required by this Lease which substantially interferes with Tenant's use of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of Parking Area and/or the Building, (c) any failure by Landlord to provide Tenant with services that Landlord is expressly required by this Lease to provide or access to the Premises, the Parking Area and/or the Building, (d) because of an eminent domain proceeding, or (e) because of the presence of Hazardous Substances in, on or around the Building, the Premises and/or the Project which could pose a health risk to occupants of the Premises, then Tenant's Rent shall be abated or reduced, as the case may be, after expiration of the Eligibility Period for such time that Tenant continues to be so prevented from using, and all mechanical (including HVAC)does not use, electricalthe Premises or a portion thereof, plumbing in the proportion that the rentable area of the portion of the Premises that Tenant is prevented from using, and fire/life-safety systems serving does not use, bears to the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside total rentable area of the Premises. Landlord’s shall perform However, in the event that Tenant is prevented from conducting, and does not conduct, its maintenance business in any portion of the Premises for a period of time in excess of the Eligibility Period, and repair obligations the remaining portion of the Premises is not sufficient to allow Tenant to conduct in a reasonable manner consistent its business therein, and if Tenant does not conduct its business from such remaining portion, then for such time after expiration of the Eligibility Period during which Tenant is so prevented from conducting in a reasonable manner its business therein, the Rent for the entire Premises shall be abated; provided, however, if Tenant reoccupies and conducts its business from any portion of the Premises during such period, the Rent allocable to such reoccupied portion, based on the proportion that the rentable area of such reoccupied portion of the Premises bears to the total rentable area of the Premises, shall be payable by Tenant from the date such business operations commence. If Tenant's right to abatement occurs because of an eminent domain taking and/or because of damage or destruction to the Premises or the Building or the Parking Area or Tenant's property, if expressly permitted herein, Tenant's abatement period shall continue until Tenant has been given sufficient time as reasonably determined by Landlord's contractor and sufficient access to the Premises, the Parking Area and/or the Building, to rebuild such portion it is required to rebuild (including the Tenant Improvements) and to install its property, furniture, fixtures, and equipment to the extent the same shall have been removed as a result of such damage or destruction, plus a move-in period equal to one (1) weekend. To the extent Tenant is entitled to abatement without regard to the Eligibility Period, because of an event covered by Lease Sections 23 or 24, then the Eligibility Period shall not be applicable. (d) Unless expressly provided in this Lease, Landlord shall not be liable for any failure to make any repairs or to perform any maintenance. Except as expressly provided in 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 landlords making of other first class office buildings any repairs, alterations or improvements in or to any portion of the Building or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant waives the right to make repairs at Landlord's expense under any law, statute or ordinance now or hereafter in effect. Notwithstanding any provision set forth in the general vicinity Lease to the contrary, if Tenant provides written notice (or oral notice in the event of an emergency such as damage or destruction to or of the BuildingBuilding Structure and/or the Building Systems) to Landlord of an event or circumstance which by the express terms of this Lease requires the action of Landlord with respect to repair and/or maintenance, and Landlord fails to provide such action within a reasonable period of time, given the circumstances, after the receipt of such notice, but in any event not later than twenty-one (21) days after receipt of such notice, then Tenant may proceed to take the required action upon delivery of an additional ten (10) business days' notice to Landlord specifying that Tenant is taking such required action (provided, however, that neither of such notices shall be required in the event of an emergency which threatens life or where there is imminent danger of damage to property), and if such action was required under the terms of the Lease to be taken by Landlord and was not taken by Landlord within such ten (10) day period, and Landlord does not give Tenant written notice disputing the same within such ten (10) day period, then Tenant shall be entitled to prompt reimbursement by Landlord of Tenant's reasonable costs and expenses payable to third parties in taking such action plus interest thereon at the Interest Rate as defined below. If Landlord shall fail to promptly reimburse Tenant as and when expressly provided above, and Tenant obtains a final judgment against Landlord as a result of Landlord's default in the payment thereof, then the amount of the award (which shall include interest at the Interest Rate from the time of each expenditure by Tenant until the date Tenant receives such amount by payment or offset and reasonable attorneys' fees and related costs) may be deducted by Tenant from the Rents next due and owing under the Lease. In the event Tenant takes such action, and such work will affect the Building Structure and/or the Building Systems, Tenant shall use only those contractors used by Landlord in the Building for work on such Building Structure or Building Systems unless such contractors are unwilling or unable to perform, or timely and competitively perform, such work, in which event Tenant may utilize the services of any other qualified contractor which normally and regularly performs similar work in Comparable Buildings exercising its due care in the same manner and standards as required of Landlord under this Lease.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the Premises, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except 9.1 Except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below), reasonable ordinary wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined except as otherwise provided in Section 7.2)9.2, 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 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% of such cost. 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) all maintenance, repairs and replacements within the Premises (including the Tenant Improvements), other than (i) subject to Section 14.4, repairs and replacements necessitated by the roof and exterior walls and windows 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 the Buildinginsurance 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 Base BuildingBuilding 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 all Base the Building elements 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. In no event shall Landlord have any obligation to maintain, repair or replace any furniture, furnishings, fixtures or personal property of Tenant. Tenant hereby waives the provisions of California Civil Code Sections 1932(1), 1941 and 1942 and of any similar law, statute or ordinance now or hereafter in effect. Section 9.2 Tenant shall keep the Premises (including the Tenant Improvements) in good order and in a safe, neat and clean condition. No representations respecting the condition of the Premises or the Building or the other portions of the Project have been made by Landlord to Tenant except as specifically set forth in this Lease. Except as provided in Section 10.1 or specifically consented to by Landlord, Tenant shall not perform any maintenance or repair work or make any replacement in or to the Premises (including the Tenant Improvements) but rather shall promptly notify Landlord of the need for such maintenance, repair or replacement so that Landlord may proceed to perform the same pursuant to the provisions of Section 9. 1. In the event Landlord specifically consents to the performance of any maintenance or the making of any repairs or replacements by Tenant and Tenant fails to promptly commence and diligently pursue the performance of such maintenance or the making of such repairs or replacements, then Landlord, at its option, may perform such maintenance or make such repairs and Tenant shall reimburse Landlord, on demand after Tenant receives an invoice therefor, the reasonable cost thereof plus the Supervision Fee". Section 9.3 All repairs made by Tenant pursuant to Section 9.2 shall be performed in a good and workmanlike manner by contractors or other repair personnel selected by Tenant and approved in advance in writing by Landlord; provided, however, that neither Tenant nor its contractors or repair personnel shall be permitted to do any work affecting the Building Systems. In no event shall such work be done for Landlord's account or in a manner which allows any liens to be filed in violation of Article 11. To the extent any repairs involve the making of alterations to the Premises, Tenant shall comply with the provisions of Article 10. Section 9.4 Subject to the other provisions of this Lease imposing obligations regarding repair upon Tenant, Landlord shall repair all machinery and equipment necessary to provide the services of Landlord described in Article 7 (iiiprovided that Tenant shall pay the costs of any repair to such systems or any part thereof damaged by Tenant and Tenant's employees, customers, clients, agents, licensees and invitees) the Common Areas. As used herein, “Base Building” means the structural and for repair of all portions of the Building (including the foundation and roof), the roof and exterior walls and windows Project which do not comprise a part of the Building, Premises and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades are not leased to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingothers.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all non-structural maintenance and repairs (including replacements) to the interior of the PremisesPremises that are not Landlord’s express responsibility hereunder, and shall keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 of this Lease, below)repair, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s maintenance and repair obligations shall include (a) 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 the PremisesTenant, 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, if requested by Tenantat its option, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost to Landlord for of such work plus a coordination fee equal to 53% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Building.

Repairs. Subject (a) Tenant accepts the Premises in an "as-is" condition, as of the date of this Lease. Landlord shall, at Landlord's sole cost and expense, maintain in good condition, order, and repair, the Building including common areas, doors and glass surfaces, the foundation, roof, loading-bearing walls, elevators, exterior fencing, the plumbing system, heating, air-conditioning, ventilating, electrical, lighting, and sprinkling equipment, and in the Premises: electrical devices and lighting fixtures, systems and facilities located in or serving the Premises; provided, however, Tenant shall reimburse Landlord upon demand for all maintenance or repairs necessitated by the negligent, intentional, or wrongful act of Tenant, its agents, employees, or invitees. (b) If directed by proper authority, Landlord shall provide alterations, repairs or improvements to Section 11the Building necessitated by the American with Disabilities Act of 1990 (ADA) and any regulations thereunder, including any similar zoning requirements, ordinances, statues, regulations or building codes, whether now in effect of hereafter enacted. (c) Tenant, at its Tenant's sole cost and expense, shall perform all non-structural maintenance maintain in good, clean and repairs (including replacements) to the interior of the Premisessanitary condition, order, and keep repair, free from accumulations of trash or rubbish throughout the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for damage by casualty (which shall be governed by the terms of Article 11 Term of this Lease, below)the Premises including, reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) but not limited to, all leasehold improvements in the Premisesdoors, whenever and by whomever installed or paid forwalls, including any Tenant Improvementsceilings, any Alterations (defined in Section 7.2)floors, carpeting, windows, glass surfaces, and draperies. If any leasehold improvements installed pursuant to any prior leasemaintenance required by this Paragraph, 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 dispensersLandlord may perform same on Tenant's behalf, 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). Notwithstanding the foregoing, Landlord may, if requested by Tenant, perform such maintenance and repairs on Tenant’s behalf, in which case Tenant shall pay reimburse Landlord, upon demand, for all costs and expenses incurred together with interest thereon at the actual, documented cost to Landlord for such work plus a coordination fee equal to 5% highest rate permitted by law until paid. Reasonable wear and tear are excepted from the provisions of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, including all Base Building elements of the Premises, and (iii) the Common Areas. As used herein, “Base Building” means the structural portions of the Building (including the foundation and roof), the roof and exterior walls and windows of the Building, and all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, excluding additions or upgrades to such Building systems made by Tenant, whether located inside or outside of the Premises. Landlord’s shall perform its maintenance and repair obligations in a manner consistent with the landlords of other first class office buildings in the general vicinity of the Buildingthis Paragraph.