Common use of Repairs Clause in Contracts

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “Base

Repairs. Subject 8.01 The Tenant covenants to Section 11repair and maintain the Leased Premises including, Tenantwithout limiting the generality of the foregoing, at its expenseall plumbing, shall perform all maintenance electrical, and, air-conditioning, systems, facilities and repairs (including replacements) to equipment in the Leased Premises, and keep the Premises in all windows, as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantwould a prudent owner, except for reasonable wear and tear and damage, by fire, lightning, tempest and structural defect or weakness only excepted. The Landlord may enter and view state of repair and that the Tenant will repair and maintain according to notice in writing; provided that if the Tenant neglects to make such repairs that are Landlord’s express responsibility hereunder. Tenant’s or maintenance and repair obligations shall include (a) all leasehold improvements in within a reasonable time after notice, the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform make such repairs or maintenance end at the expense of the Tenant, and in any and every such case the Tenant covenants with the Landlord to pay to the Landlord forthwith as additional rent, all sums which the Landlord may have expended making such repairs on and maintenance, and shall not have previously received from the Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, ; and provided further that the cost making of such work plus a coordination fee equal to 10% of such cost. any repairs or maintenance by the Landlord shall perform all maintenance and repairs not relieve the Tenant from the obligation to (i) repair. 8.02 If the roof and exterior walls and windows Building or any part thereof, become damaged or destroyed through the negligence, carelessness or misuse of the Tenant, his servants, agents, employees or anyone permitted by him to be in the Building, or through him or them in any way stopping up or injuring the heating apparatus, elevators, water pipes, drainage pipes or other equipment or part of the Building, (ii) the Base Buildingexpense of the necessary repairs, replacements or alterations shall be borne by the Tenant who shall pay the same to the Landlord on demand, as additional rent. 8.03 The Tenant shall leave the Leased Premises in such state of repair and (iii) the Common Areas. As used hereinmaintenance as is required under this Lease, “Basereasonable wear and tear excepted.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end 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 cost of such work plus a coordination fee equal to 105% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building (including the foundation), together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject During the entire Lease Term, Landlord shall maintain in first-class condition and operating order and keep in good repair and condition the structural portions of the Building, including without limitation the foundation, floor/ceiling slabs, roof structure (as opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men’s and women’s washrooms, Building mechanical, electrical and telephone closets, and all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, “Building Structure”) and the Base Building mechanical, electrical, life safety, building access, plumbing , sprinkler systems and HVAC systems (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 111.1.1 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 the 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 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 replaced (to the extent reasonably necessary) by Landlord, at its Landlord’s sole cost and expense (i.e., not to be included as an Operating Expense), but only to the extent such defects were not caused or otherwise contributed to by Tenant; provided, 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, shall perform all maintenance and repairs (including replacements) to keep the Premises, including all improvements, fixtures and keep 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 in as good condition and replace or repair as when Tenant took possession all damaged, broken, or worn fixtures and as thereafter improved by Landlord and/or Tenant, appurtenances (but such obligation shall not extend to the Building Structure and the Building Systems except pursuant to the BS/BS Exception) except for reasonable damage caused by ordinary wear and tear and repairs or beyond the reasonable control of Tenant; provided however, 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergencyfails to make such repairs, Landlord may, at its option, perform such maintenance end repairs on after written notice to Tenant and Tenant’s behalffailure to repair within ten (10) business days thereafter, in which case but need not, make such repairs and replacements, and Tenant shall pay Landlord’s out-of-pocket cost in direct connection therewith, upon demand, 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 work plus a coordination fee equal repairs, alterations, improvements or additions to 10% of such cost. the Premises or to the Project or to any equipment located in the Project as Landlord shall perform all maintenance and repairs 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, or (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, any such entry into the Base BuildingPremises by Landlord shall be performed in a manner so as not to materially interfere with Tenant’s use of, or access to, the Premises; provided that, with respect to item (ii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the Premises. Tenant hereby waives any and (iii) all rights under and benefits of subsection l of Section 1932 and Sections 1941 and 1942 of the Common Areas. As used hereinCalifornia Civil Code or under any similar law, “Basestatute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are not Landlord’s express responsibility hereunder, and shall keep the Premises in good condition and repair, reasonable wear and tear 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default of its repair and/or maintenance obligations hereunder (or in the case of an any emergency), Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are not Landlord’s express responsibility hereunder, and shall keep the Premises in good condition and repair, reasonable wear and tear 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

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 maintenance and repairs (including replacements) to 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 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 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, 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, that if Tenant is in Default or in the case of an emergencyfails to make such repairs, Landlord may, at its optionbut need not, perform make such maintenance end repairs on Tenant’s behalfand replacements, in which case and Tenant shall pay Landlord, upon demand, 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 work plus a coordination fee equal to 10% 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 releases any and all rights it may have at law or in equity to make repairs to (i) at the roof and exterior walls and windows expense of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “BaseLandlord

Repairs. Subject Landlord shall maintain in good condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), landscaping, exterior Project signage (specifically excluding any signage of Tenant provided pursuant to Section 11the terms of this Lease), base building stairwells, elevator cabs, plazas, art work, sculptures, men’s and women’s public washrooms, parking areas, Building mechanical, electrical and telephone closets, and all Common Areas and public areas (collectively, “Building Structure”) and the 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 the Building Systems to the extent required because of Tenant’s use of the Premises for other than normal and customary general office use, or as a result of damage caused by Tenant’s negligence or willful misconduct. Tenant shall, at its Tenant’s own expense, shall perform all maintenance and repairs (including replacements) to keep 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 Tenantincluding all improvements, except for 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 Premisesfixtures, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)furnishings, and any leasehold improvements installed pursuant to any prior leasesystems and equipment therein (including, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heatingwithout limitation, ventilation plumbing fixtures and air conditioning units, kitchens (including hot water heaters, equipment such as dishwashers, garbage disposals, and insta-hot dispensers), the finished floor or floors of the Building on which the Premises are located and any damage to the floors thereunder caused by Tenant or its improvements, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and plumbing) within any reasonable period of time specified by Landlord, promptly and similar facilities exclusively serving 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, whether located inside that, at Landlord’s option, 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 emergencyfails to make such repairs, Landlord may, at its optionbut need not, perform make such maintenance end repairs on Tenant’s behalfand replacements, in which case and Tenant shall pay Landlord, upon demand, 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 work plus a coordination fee equal to 10% 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 any and repairs to (i) the roof all rights under and exterior walls benefits of subsection 1 of Section 1932 and windows Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, (ii) the Base Buildingstatute, and (iii) the Common Areas. As used herein, “Baseor ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenantthe 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 Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 105% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

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 maintenance 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 repairs (including replacements) to 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 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 Building, and all plumbing and utility lines serving the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside within or outside of the Premises. The Landlord's obligations shall include, 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, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demandwithout limitation, the cost of such work plus a coordination fee equal obligation to 10% of such cost. Landlord shall perform make all maintenance necessary repairs, replacements or alterations to the roof, the exterior walls, the foundation, the floor slabs and repairs to (i) the roof and exterior walls and windows all other 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 Base Buildingparties 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 (iiito the extent assignable) the Common Areas. As used herein, “Baseall

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, TenantTenant shall, at its Tenant’s own expense, shall perform all maintenance and repairs (including replacements) to keep 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 Tenantincluding all improvements, except for 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 Premisesfixtures, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)furnishings, and any leasehold improvements installed pursuant to any prior leasesystems and equipment therein (including, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heatingwithout limitation, ventilation plumbing fixtures and air conditioning units, kitchens (including hot water heaters, equipment such as dishwashers, garbage disposals, and insta-hot dispensers), and plumbing) and similar facilities or elsewhere exclusively serving Tenant, whether located inside or outside of the Premises, and whenever the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior reasonable approval of Landlord, and within any reasonable period of time specified by whomever installed Landlord, promptly and adequately repair all damage to the Premises and replace or paid 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 make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement, which percentage shall not exceed 15% of the cost, with such repairs and replacements forthwith upon being billed for same. Without limitation, Tenant shall be responsible for heating, ventilating and air-conditioning systems and utility services serving the Premises from the Building connection point to the Premises (to the extent serving Tenant exclusively), and Tenant shall secure, pay for; , and (c) all Lines (defined keep in Section 23)force contracts with appropriate and reputable service companies reasonably approved by Landlord providing for the regular maintenance of such systems. Notwithstanding the foregoing, Landlord shall be responsible for repairs to the exterior walls, foundation and roof (including roof membrane) of the Building, the structural portions of the floors of the Building, and the base building systems and equipment of the Building and Common Areas (to the extent not serving Tenant exclusively), except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant’s expense, or, if covered by Landlord’s insurance, Tenant is shall only be obligated to pay any deductible in Default or in connection therewith. Subject to the case terms of an emergencyArticle 27, below, Landlord may, but shall not be required to, enter the Premises at its optionall reasonable times and upon reasonable prior notice to make such repairs, perform such maintenance end repairs on Tenant’s behalfalterations, improvements or additions to the Premises or to the Project or to any equipment located in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Project as Landlord shall perform all maintenance and repairs deem necessary or as Landlord may be required to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “Basedo by governmental or quasi-governmental authority or court order or decree.

Repairs. Subject to Section 11, TenantTenant shall, at its Tenant’s own expense, shall perform all maintenance and repairs (including replacements) to keep the Premises, including all improvements, fixtures, furnishings, and keep systems and equipment within the Premises (or, provided that Landlord provides access to Tenant, any systems and equipment outside of the Premises but exclusively serving the Premises), in as good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior reasonable approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair 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, except for reasonable damage caused by ordinary wear and tear tear; provided however, that if Tenant fails to make such repairs within applicable notice and cure periods, Landlord may, 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 a management fee of five percent (5%) of such costs. Without limitation, Tenant Improvementsshall be responsible for repair and maintenance of all electrical, any Alterations plumbing, heating, ventilating and air-conditioning systems and other utility services serving the Premises from the Building connection point to the Premises (defined in Section 7.2but only to the extent such electrical, plumbing, heating, ventilating and air-conditioning systems and other utility services serve Tenant exclusively and only to the extent that Landlord provides access to Tenant), and any leasehold improvements installed pursuant to any prior leaseTenant shall secure, 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 dispenserspay for, and plumbing) keep in force contracts with appropriate and similar facilities exclusively serving Tenant, whether located inside or outside reputable service companies reasonably approved by Landlord providing for the regular maintenance of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23)such systems. Notwithstanding the foregoing, Landlord shall be responsible for repairs to the exterior walls, foundation and roof (including roof membrane) of the Building, the structural portions of the floors of the Building, and the base building systems and equipment of the Building and Common Areas, and all portions of the Project outside the Premises and not exclusively leased to other tenants, except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant’s expense, or, if covered by Landlord’s insurance, Tenant is shall only be obligated to pay any deductible in Default or in connection therewith. Subject to the case terms of an emergencyArticle 27, below, Landlord may, but shall not be required to, enter the Premises at all reasonable times and upon reasonable prior notice to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives and releases its optionright to make repairs at Landlord’s expense under Sections 1941 and 1942 of the California Civil Code or under any similar law, perform such maintenance end repairs on statute or ordinance now or hereafter in effect. Tenant’s behalf, in which case Tenant obligation hereunder shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all include maintenance and repairs to (i) the roof repair of all telecommunications wire and exterior walls and windows of cabling with the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “Base’s network cabling.

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 Tenantthe 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, if Tenant is in Default or in the case of an emergency, Landlord may, at its optionif requested by Tenant, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual, documented cost of to Landlord for such work plus a coordination fee equal to 105% 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, “BaseBase 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 11Landlord shall at all times during the Lease Term maintain in good condition and operating order and in a manner reasonably commensurate with the maintenance standards of owners of Comparable Buildings, Tenantthe structural portions of the Building, including, without limitation, the foundation, floor slabs, ceilings, roof, columns, beams, shafts, stairs, stairwells, escalators, elevators, base building restrooms and all Common Areas (collectively, the “Building Structure”), and the Base Building mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems installed or furnished by Landlord (collectively, the “Building Systems”). In addition, Landlord shall use commercially reasonable efforts, at its all times during the Lease Term, to cause the Building Systems to perform in accordance with the design specifications for such equipment as set forth in the “Base Building 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, shall perform all maintenance and repairs (pursuant to the terms of this Lease, including replacements) to without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and keep furnishings therein, and the floor or floors of the Building on which the Premises is located, in as 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 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, except for reasonable damage caused by ordinary wear and tear and repairs or beyond the reasonable control of Tenant; provided however, 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergencyfails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, at its optionbut need not, perform make such maintenance end repairs on Tenant’s behalfand replacements, in which case and Tenant shall pay Landlord, upon demand, 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 work plus a coordination fee equal repairs and replacements forthwith upon being billed for same. Subject to 10% the provisions of Section 6.4, above, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such cost. repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall perform 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 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, and (iii) the Common Areas. As used herein, “Baseor ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 Tenantrepair, except for 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 105% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 TenantArticle 7, except for reasonable wear 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 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 Tenant, whether located inside or outside customary use of the Premises, and whenever and or any part thereof by whomever installed or paid for; and (c) all Lines (defined in Section 23Tenant). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, maintain the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows 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 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, and (iii) performing necessary repairs and replacements to maintain the Common Areaswatertight integrity of the Building, including but not limited to the roof, exterior wall, windows and skylights. As used 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, 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 chargeable to Tenant to the extent provided by to the provisions of Section 4.2, except that Landlord shall be responsible at its sole cost and expense (except if relating to Tenant’s negligence and misuse, in which case the same shall be at Tenant’s cost and expense, subject to Section 10.13), to repair, maintain and replace throughout the Term the Building structure, including the footings, foundation and columns. All other repairs and maintenance reasonably required within the Premises, except as specifically otherwise provided for herein, “Baseshall 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 obligation hereunder, Landlord shall commence promptly to repair same and to diligently complete said repair. Tenant agrees during the Term to provide Landlord notice as soon as reasonably possible of any condition within the Premises known to Tenant which might require, or if left uncorrected will necessitate, Landlord’s repair pursuant to this Section 5.1.3. Tenant shall have the right to require, at reasonable times and with reasonable advance notice, a representative of Landlord to inspect the Premises for repairs which may be the responsibility of Landlord;

Repairs. Subject Landlord shall maintain in good condition and operating order and keep in good repair and condition the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (including the roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men's and women's washrooms, Building mechanical, electrical and telephone closets, and all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, "Building Structure") and the Base Building mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems which were not constructed by Tenant Parties (collectively, the "Building Systems") and the Project Common Areas. Notwithstanding anything in this Lease to Section 11the contrary, Tenant shall be required to repair the Building Structure and/or the Building Systems to the extent caused due to Tenant's use of the Premises for other than the Permitted Use, unless and to the extent such damage is covered by insurance carried or required to be carried by Landlord pursuant to Article 10 and to which the waiver of subrogation is applicable (such obligation to the extent applicable to Tenant as qualified and conditioned will hereinafter be defined as the "BS/BS Exception"). Tenant shall, at its Tenant's own expense, shall perform all maintenance and repairs (including replacements) to keep the Premises, including all improvements, fixtures, equipment, interior window coverings, and keep furnishings therein, and the floor or floors of the Building on which the Premises is 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 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 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 and the Building Systems except pursuant to the BS/BS Exception), except for reasonable damage caused by ordinary wear and tear and repairs that are or beyond the reasonable control of Tenant; provided however, that, at Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in the Premises's option, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergencyfails to make such repairs, Landlord may, at its optionafter written notice to Tenant and Tenant's failure to repair (or commence to make the repair) within five (5) business days thereafter, perform but need not, make such maintenance end repairs on Tenant’s behalfand replacements, in which case and Tenant shall pay Landlord, upon demand, Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project, but not to exceed five (5%) percent) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such work plus a coordination fee equal to 10% 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 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, any such entry into the Premises by Landlord shall 692500.09/WLA371593-00023/6-13-12/ao/ao -▇▇- ▇▇▇ ▇▇▇▇▇▇[▇▇▇▇▇▇ Realty, L.P.][Concur Technologies, Inc.] 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 Common AreasPremises. As used herein, “BaseTenant hereby waives and releases any and all rights it may have at law or in equity to make repairs at the expense of Landlord.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are not Landlord’s express responsibility hereunder, and shall keep the Premises in good condition and repair, reasonable wear and tear 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 103% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacementsa) to By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good sanitary order, condition and repair, except for (i) patent defects of which Tenant notifies Landlord within thirty (30) days thereafter and (ii) latent defects. Except as may be otherwise specified herein, Landlord makes no representation or warranty about the suitability of the Premises for Tenant's use or the condition of the Premises or the building systems including, without limitation, the condition, installation or ownership of any intrabuilding network cabling. (b) Tenant shall, at Tenant's sole cost and expense, keep the Premises and every part thereof in as good condition and repair as when Tenant took possession and, upon the expiration or earlier termination of this Lease, surrender the Premises to Landlord in good condition and as thereafter improved by Landlord and/or Tenantrepair, except for reasonable ordinary wear and tear and repairs that are Landlord’s express responsibility hereunderexcepted. Tenant’s 's obligations hereunder shall include maintenance and repair obligations shall include of all telecommunications wiring and cabling in the Premises. (c) Notwithstanding the provisions of Paragraph 12 (a) all leasehold improvements in above, Landlord shall repair and maintain the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside structural portions of the Premises, including, but not limited to, the plumbing, electrical and whenever heating, ventilating and by whomever air conditioning systems installed or paid for; furnished by Landlord (but excluding exposed plumbing and related fixtures located in the Premises which shall be maintained by Tenant) in accordance with 19 applicable laws, statutes, ordinances, rules and regulations or governmental agencies having jurisdiction over Landlord. Landlord also shall maintain the Common Areas outside the Building. Tenant, as an Operating Expense under Paragraph 5(c) (c) subject to the exclusions set forth therein), shall pay its pro rata share of all Lines (defined costs incurred by Landlord in Section 23). Notwithstanding repairing and maintaining the foregoingstructural portions of the Premises and such systems described above and the Common Areas outside the Building, if Tenant is unless such maintenance and repairs are caused in Default whole or in part by the case act, neglect, fault or omission of an emergencyany duty by Tenant, Landlord mayits agents, at its optionemployees, perform such maintenance end repairs on Tenant’s behalfcontractors, subcontractors or invitees, in which case Tenant shall pay Landlord, upon demand, the cost of reimburse Landlord for all costs incurred by Landlord in performing such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs repairs. Except as provided in Paragraph 20 hereof, there shall be no abatement of rent and no liability of Landlord by reason of any injury to (i) or interference with Tenant's business arising from the roof and exterior walls and windows making of any necessary repairs, alterations or improvements to any portion of the Building, (ii) the Base Building, and (iii) the Premises or Common Areas, or to any fixtures, appurtenances and equipment located in, on or about the Premises or Common Areas, provided that Landlord in making such repairs shall do so in a manner so as to minimize such interference. As used hereinTenant waives the right to make repairs at Landlord's expense under any law, “Basestatute or ordinance now or hereafter in effect.

Repairs. Subject (a) From and after delivery of possession of the Premises to Section 11, Tenant, at its expenseTenant shall keep, shall perform all maintenance maintain and repairs (including replacements) to the Premises, and keep preserve the Premises in as good a first class condition and repair repair, and shall, as and when needed, at Tenant's sole cost and expense, make all repairs to the Premises and every part thereof (other than elements of the Premises to be maintained and repaired by Landlord pursuant to this Lease) and all personal property, trade fixtures and equipment within the Premises. Subject to the provisions of Section 10(c) above, upon the expiration of the Term or sooner termination of this Lease, Tenant shall surrender the Premises to Landlord in the same condition as when Tenant took possession and received, as thereafter improved by Landlord and/or Tenantthe Tenant Improvements, except for excepting permitted Alterations which Tenant is not required to remove pursuant to Section 10(b) above, reasonable wear and tear tear, casualty damage governed by Section 18 below, and repairs damage which Landlord is obligated to repair under this Lease. (b) Landlord shall keep, maintain and preserve in first-class condition and repair, the roof, structure and foundation, integrated Building utility and mechanical systems, parking facilities and other Common Areas of the Project, provided that to the extent such maintenance and/or repair work is (i) attributable to items installed in Tenant's Premises which are Landlord’s express responsibility hereunder. above standard interior improvements (such as, for example, custom lighting, special HVAC and/or electrical panels or systems, kitchen or restroom facilities and appliances constructed or installed within Tenant’s maintenance and repair obligations shall include 's Premises), (aii) all leasehold improvements in attributable to the Premisesinstallation, whenever and by whomever installed or paid for, including any as a part of the Tenant Improvements, Tenant's Alterations or Tenant's trade fixtures, of items which are less than first-class in quality, workmanship or manner of installation, and/or (iii) necessitated by the negligence or wilful misconduct of Tenant or any Alterations of the "Tenant Parties" (defined in Section 7.2as hereinafter defined), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case then Tenant shall pay Landlord, upon demand, to Landlord the cost of such work plus a coordination fee equal to 10% of such costmaintenance and/or repairs. Landlord shall not be liable for any failure to make any such repairs or to perform all any maintenance and repairs to (i) the roof and exterior walls and windows unless such failure shall persist for an unreasonable time after written notice of the Buildingneed for such repairs or maintenance is given to Landlord by Tenant. Subject to the provisions of Sections 14(d), 18 and 19 below, 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 Project 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 (ii) including, without limitation, Sections 1941 and 1942 of the Base Building, and (iii) the Common Areas. As used herein, “BaseCalifornia Civil Code).

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are not Landlord’s express responsibility hereunder, and shall keep the Premises in good condition and repair, reasonable wear and tear 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, may at its option, or shall on Tenant’s request, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the actual cost of such work plus a coordination fee equal to 105% 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, and (iii) the Common Areas, to a standard consistent with first-class office buildings. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject (a) Tenant shall keep, maintain 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 Tenant's sole cost and expense, make all repairs to Section 11the Premises and every part thereof except as required by Landlord as specifically provided herein. In that regard, Tenant shall maintain and repair at its sole cost and expense, and with maintenance contractors approved by Landlord, all non-Base Building facilities within the Premises, including to the extent same were not part of the Base Building lavatory, shower, toilet, wash basin and 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 or any part thereof, except as stated in Subparagraph 15(b) below. (b) Except as otherwise provided in this Lease, Landlord shall repair and maintain at its expenseall times during the Term of this Lease (i) the structural portions of the Base Building, shall perform all maintenance including the foundation, floor/ceiling slabs, roof, curtain walls, exterior glass and repairs mullions, columns, beams, shafts (including replacementselevator 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 (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, the 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, and keep 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 in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for 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 Project which could pose a health risk to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside 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 whenever does not use, the Premises or a portion thereof, in the proportion that the rentable area of the portion of the Premises that Tenant is prevented from using, and by whomever installed or paid fordoes not use, bears to the total rentable area of the Premises. However, in the event that Tenant is prevented from conducting, and does not conduct, its business in any portion of the Premises for a period of time in excess of the Eligibility Period, and the remaining portion of the Premises is not sufficient to allow Tenant to conduct in a reasonable manner 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; and (c) all Lines (defined in Section 23). Notwithstanding the foregoingprovided, 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 Default 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 making of 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 case 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 Lease to the contrary, if Tenant provides written notice (or oral notice in the event of an emergencyemergency such as damage or destruction to or of the Building 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 mayfails 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 its optionthe Interest Rate as defined below. If Landlord shall fail to promptly reimburse Tenant as and when expressly provided above, perform 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 maintenance end repairs 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 Tenant’s behalfsuch Building Structure or Building Systems unless such contractors are unwilling or unable to perform, or timely and competitively perform, such work, in which case event Tenant shall pay Landlord, upon demand, may utilize the cost services of such any other qualified contractor which normally and regularly performs similar work plus a coordination fee equal to 10% in Comparable Buildings exercising its due care in the same manner and standards as required 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, and (iii) the Common Areas. As used herein, “Baseunder this Lease.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Subject to the Premisesprovisions of Article 6 hereof, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and make all repairs or replacement necessary to maintain the structural, plumbing, HVAC and electrical systems (i) the roof including replacement of light bulbs, ballasts and fixtures), exterior doors and windows, roof, exterior walls, demising walls and windows floor (but excluding interior ceiling, wall and floor finishes), common areas and utility lines and connections servicing the Premises, the Building or the Development in good order and condition. Landlord shall commence such repairs as promptly as the circumstances reasonably permit and thereafter shall diligently pursue the same to completion with reasonable promptness. Notwithstanding anything contained in this Lease to the contrary, Tenant shall be responsible, at its sole cost and expense, for any maintenance, repairs and replacements made by the Landlord which are necessitated by the negligent acts, misuse or willful misconduct of Tenant, its agents, contractors, employees or invitees. (b) Except as the Landlord is obligated for repairs as provided hereinabove, Tenant shall make at Tenant's sole cost and expense, all repairs necessary to maintain the Premises and shall keep the Premises and the fixtures therein in neat, clean, safe and orderly condition. In addition, and notwithstanding anything contained in this Lease to the contrary, the Tenant shall, at its sole cost and expense, maintain, repair and replace all lab equipment contained in the lab space portion of the BuildingPremises, (ii) the Base Building, including without limitation all water freatment systems and (iii) the Common Areas. As used herein, “Basevacuum ​ ​

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23)) and trade fixtures. Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are not Landlord’s express responsibility hereunder, and shall keep the Premises in good condition and repair, reasonable wear and tear 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject (a) Tenant shall be solely responsible for and shall keep and repair at its own expense entire premises, including but not limited to Section 11the 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 parts of the premises, interior and exterior in good condition including exterior painting and roof repairs. Landlord may, but IS NOT REQUIRED TO MAKE any such repairs which become necessary or desirable by reason of the neglect or negligence of the Tenant, at its expenseagents, servants, employees or customers. The Tenant shall perform all maintenance and repairs be responsible to maintain the roof (in a watertight condition), gutters, foundation, exterior walls of the Building (including replacementsglass and doors) down spouts and all other major structural portions of the 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 or any portion of the premises. 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 maintain the parking lot and the alleyways immediately surrounding the leased premises and to keep the Premises, free from its trash and keep debris. In the Premises in as good condition and repair as when event the Tenant took possession and as thereafter improved by Landlord and/or Tenantfails or refuses to so maintain the premises or any portion thereof, except for 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, do so at the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows expense of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “BaseTenant.

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 maintenance and repairs (including replacements) to 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 reasonable damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that, at Landlord's option, or if Tenant fails to make such repairs, Landlord may, after written notice to Tenant and Tenant's failure to repair (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 Tenant, 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, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and be responsible for repairs to (i) the exterior walls, foundation and roof and exterior walls and windows of the Building, the structural portions of the floors of the Building, and the systems and equipment of the Building, except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (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 Base Buildingobligation 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 Common AreasPremises. As used hereinTenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, “Basestatute, or ordinance now or hereafter in effect.

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 maintenance continue to keep, maintain and repairs (including replacements) preserve the Temporary Premises in the same manner and to the Premisessame 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 Premises 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 accordance with the obligations under the Lease, Landlord shall have the right, but not the obligation, to enter the Temporary Premises and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantperform such maintenance, except for reasonable wear and tear and 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such costthe maintenance, repairs or refurbishing). 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, roof structure, roof membranes and (iii) exterior walls; the Common Areas. As used hereinutility pipes, “Basewiring and conduits to their point of connection to the Temporary Premises; the sidewalks; and the structural or capital aspects of the parking area so that all of the foregoing are kept in good order and repair.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all 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 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 Tenantthe 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 Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end 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 cost of such work plus a coordination fee equal to 10in 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises. During any required repairs, Landlord will use commercially reasonable efforts to minimize or eliminate interference with Tenant’s use or access to the Premises or Parking Facility. In the event that Tenant is 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 be abated or reduced, as the case may be, from and after the first (1st) day following the Eligibility Period and continuing until such time that Tenant continues to be so prevented from using, and does not use, the Premises or a portion thereof, in the proportion that the rentable square feet of the portion of the Premises that Tenant is prevented from using, and does not use, bears to 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 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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; (iiib) subject to Section 14.4, all repairs and replacements necessitated by damage to the Common AreasProject (including the Building structure and the Building Systems within or exclusively serving the Premises) caused by the willful misconduct, gross negligence, active negligence, or negligence (excluding negligent acts or omissions for which Tenant had no knowledge or was deemed to have had imputed knowledge) of Tenant or its agents, contractors, invitees and licensees. As used hereinAmounts 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, “Basealter, 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 (provided 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) and for repair of all portions of the Project which do not comprise a part of the Premises and are not leased to others.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 103% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergencyArticle 7, Landlord mayshall maintain, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, repair and replace the cost of such work plus a coordination fee equal to 10% 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, and in Exhibit “D” attached hereto, and (iii) performing necessary repairs and replacements to maintain the Common Areaswatertight integrity of the Building, including but not limited to the roof, exterior wall, windows and skylights. As used 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 of such repairs and replacements necessary to maintain the foregoing in good working order comparable other first class buildings in the 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 Tenant (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, “Baseshall 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 (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 maintenance maintain in good, clean and repairs (including replacements) to the Premisessanitary condition, order, and keep repair, free from accumulations of trash or rubbish throughout the Term of this Lease, the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantincluding, except for 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end 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 cost highest rate permitted by law until paid. Reasonable wear and tear are excepted from the provisions of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “Basethis Paragraph.

Repairs. Subject to Section 11, TenantTenant shall, at its Tenant’s own expense, shall perform all maintenance and repairs (including replacements) to keep 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 Tenantincluding all improvements, except for 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 Premisesfixtures, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)furnishings, and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation systems and air conditioning units, kitchens equipment therein (including hot water heaters, plumbing fixtures and equipment such as dishwashers, garbage disposals, insta-hot refrigerators, coffee makers and Insta Hot and similar dispensers), and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside the portion of the Premisesfloor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and whenever 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 whomever installed ordinary wear and tear or paid forbeyond the reasonable control of Tenant; provided however, that, at Landlord’s option, or if Tenant fails to make such repairs within thirty (30) days after its receipt of Notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a ten percent (c10%) all Lines (defined in Section 23)supervisory fee forthwith upon being billed therefor. Notwithstanding the foregoing, Landlord shall be responsible for repairs to the exterior walls, foundation and roof of the Building, the structural portions of the floors of the Building, the Common Areas, and the base building systems and equipment of the Building, except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall nevertheless make such repairs at Tenant’s expense, or, if covered by Landlord’s insurance, Tenant is shall only be obligated to pay any deductible in Default or connection therewith. Upon twenty four (24) hours notice (except in the case of an emergency), which may be given via email or orally, Landlord may, but shall not be required to, enter the Premises at its optionall reasonable times to make such repairs, perform such maintenance end repairs on Tenant’s behalfalterations, improvements or additions to the Premises or to the Project or to any equipment located in which case 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. Except in an emergency, Tenant shall pay Landlordbe entitled to require that an employee of Tenant accompany Landlord during such entry into the Premises, upon demand, provided Tenant makes such employee available at the cost time Landlord desires to enter the Premises. Tenant hereby waives any and all rights under and benefits of such work plus a coordination fee equal to 10% subsection 1 of such cost. Landlord shall perform all maintenance Section 1932 and repairs to (i) the roof Sections 1941 and exterior walls and windows 1942 of the BuildingCalifornia Civil Code or under any similar law, (ii) the Base Buildingstatute, and (iii) the Common Areas. As used herein, “Baseor ordinance now or hereafter in effect.

Repairs. Subject to Section 117.1 Landlord shall maintain in good condition and operating order and keep in good repair and condition the Common Areas and all structural portions of the Building, Tenantincluding the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, landscaping, stairwells, elevator cabs, restrooms (not in the Premises) installed as part of the Building, Building mechanical, electrical and telephone closets, and all common and public areas (collectively, “Building Structure”), and the base building mechanical, electrical, life safety, plumbing, vertical transportation system, sprinkler systems and the heating, ventilating and air conditioning (“HVAC”) systems (exclusive of any supplemental HVAC equipment servicing only the Premises (collectively, the “Building Systems”). 7.2 Tenant shall, at its Tenant’s own expense, shall perform all maintenance and repairs (pursuant to the terms of this Lease, including replacements) to without limitation Article 8 hereof, keep the Premises, including all improvements, fixtures and keep furnishings therein, in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including without limitation Article 8 hereof, promptly and adequately repair all damage to the Premises in as good condition and replace or repair as when Tenant took possession all damaged, broken, or worn fixtures and as thereafter improved by Landlord and/or Tenantappurtenances, except for reasonable damage caused by ordinary wear and tear and repairs that are or beyond the reasonable control of Tenant; provided however, that, at Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements in the Premisesoption, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergencyfails to make such repairs, Landlord may, at its optionbut need not, perform make such maintenance end repairs on Tenant’s behalfand replacements, in which case and Tenant shall pay Landlord, upon demand, 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 work plus a coordination fee equal to 10% 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 any and repairs to (i) the roof all rights under and exterior walls benefits of subsection 1 of Section 1932 and windows Sections 1941 and 1942 of the BuildingCalifornia Civil Code or under any similar law, (ii) the Base Buildingstatute, and (iii) the Common Areas. As used herein, “Baseor ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, Landlord shall at its expense, shall perform all maintenance and repairs (including replacements) to times during 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 reasonable wear and tear and repairs that are the "Building Systems"). Landlord’s express responsibility hereundercost to perform such work shall be considered Operating Expenses. (The Supplemental HVAC and generator described in Article 6 are not considered part of the Building Systems, and Landlord therefore has no obligation to maintain them.) Except as specifically set forth in this Lease to the contrary, Tenant shall not be required to repair the Building 1064686.11 20 Structure and/or the Building Systems. Tenant shall, at Tenant’s maintenance 's own expense, keep the Premises, including all improvements, fixtures, furnishings, and repair obligations shall include systems and 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 Tenant, whether located inside or outside of the Premises, except for damage caused by ordinary wear and whenever tear or beyond the reasonable control of Tenant; 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 by whomever installed or paid for; replacements, 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, if Tenant is 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, but shall not be required to (except to the extent otherwise provided in Default this Lease or required by Applicable Law), enter the Premises at all reasonable times upon not less than twenty-four (24) hours' prior written notice (except in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant no prior written notice shall pay Landlordbe required, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “Baseor 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 maintenance repair, replace and repairs (shall charge back to Tenant as and if allowed within Common Area Maintenance costs, the exterior and structure of the building including replacements) to roof and exterior walls and 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 the Premises in as good order, condition and repair as when Tenant took possession the Premises and as thereafter improved every part thereof, structural (but only to extent the need for structural repairs are caused by Landlord and/or Tenant) and non-structural including, except for reasonable wear without limiting the generality of the foregoing, all plumbing, heating, air conditioning, ventilating, electrical, lighting facilities and tear equipment within and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements placed in service solely in the Premises, whenever fixtures, walls, ceilings, floors, windows, doors, plate glass and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether skylights located inside or outside of within the Premises. d. If Tenant fails to perform Tenant’s obligations under this Paragraph 5, and whenever and by whomever installed or paid for; and under any other paragraph of this Lease, Landlord may, at its option (cbut shall not be required to) all Lines enter upon the Premises after ten (defined in Section 23). Notwithstanding the foregoing, if 10) days prior written notice to Tenant is in Default or (except in the case of an emergency, Landlord may, at its optionin which case no notice shall be required), perform such maintenance end repairs obligations on Tenant’s behalfbehalf and put the same in good order, in which case Tenant shall pay Landlordcondition and repair, upon demand, and the cost of such work plus a coordination fee equal thereof shall be due and payable as additional rent to 10% 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, and (iii) the Common Areas. As used herein, “Basetogether with Tenant’s next rent installment.

Repairs. (a) Except to the extent the same are Landlord’s obligations under this Lease, Tenant shall keep the Premises (including, without limitation, all Fixtures) in good condition and, upon expiration or earlier termination of the Term, shall, subject to the terms and conditions of Section 4.03(d) herein, surrender the same to Landlord in the same condition as when first occupied, reasonable wear and tear excepted. Subject to the provisions of Section 117.03 below, Tenant’s obligation shall include, without limitation, the obligation to repair all damage caused by Tenant, its agents, employees, invitees and licensees to the equipment and other installations in the Premises or anywhere in the Building. Any maintenance, repair or replacement to the windows (including, without limitation, any solar film attached thereto), the Building systems, the Building’s structural components or any areas outside the Premises and which is Tenant’s obligation to perform shall be performed by Landlord at Tenant’s expense. Tenant shall not commit or allow to be committed any waste or damage to any portion of the Premises or the Building. (b) Subject to the second sentence of Section 4.05(a), Landlord, at its Landlord’s expense, shall perform operate, maintain, repair and replace (if necessary) (i) all maintenance structural elements of the Building, such as, by way of example only, the roof, foundation, footings, exterior walls and repairs load-bearing columns, (ii) all common and public service areas of the 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 replacementsall core fire and life safety systems and devices), (iv) to all components of the electrical, mechanical, plumbing, heating and air conditioning systems of the Building serving the Premises, and keep (v) subject to the provisions of Section 7.03 below, all repairs or replacements to the Project and the Premises to the extent necessitated by the negligence or willful misconduct of Landlord, its agents, contractors or employees, all in such manner as good condition is consistent with the maintenance, operation and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for 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 Tenant, whether located inside or outside standards 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, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseComparable Buildings.

Repairs. Subject to Section 11, Tenant, at its expense, (a) Tenant shall perform all maintenance and repairs (including replacements) to 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 Tenantfirst occupied, except for 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 extent such failure materially and adversely affects Tenant, whether located inside or outside ’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 under this Section 4.05(b) is caused by Tenant is in Default or in the case any of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalfagents, in which case Tenant employees, invitees and licensees, such repair shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. be performed by Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “Baseat Tenant’s reasonable expense.

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: (i) make interior non-structural repairs, shall perform all maintenance replacements and repairs (including replacements) renewals necessary to the Premises, and keep the Premises in as good condition condition, order and repair as when Tenant took possession the same are at the commencement of the Term or thereafter may be put, reasonable wear and as thereafter improved use and damage by Landlord and/or Tenantfire or other casualty only excepted (it being understood, except however, that the foregoing exception for reasonable wear and tear use shall not relieve Tenant from the obligation to keep the Premises in good order, repair and repairs that are Landlord’s express responsibility hereunder. Tenant’s 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, dishwashersmake replacements to the HVAC Units serving the Premises, garbage disposalswhich shall include making replacements to major components thereof that exceed $7,500 per replacement; and (iii) keep the Building and all electrical, insta-hot dispensersmechanical, plumbing and plumbingother Building systems serving the Building in general, but excluding those systems exclusively serving the Premises (other than fire safety systems which shall be Landlord’s responsibility) and similar facilities exclusively serving excluding the tie-in or 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 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, 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, if Tenant is in Default or in the case of an emergency, Premises so long as Landlord may, at its option, perform such maintenance end repairs on uses commercially reasonable efforts to minimize any resulting disruption to Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal access to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows use of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “BasePremises.

Repairs. Subject (a) Landlord shall maintain and keep in good repair, condition (consistent with Comparable Buildings) and operating order as part of Basic Services the structural portions of the Building, including the foundation, floor ceiling slabs, roof, curtain wall, sewer and water mains, exterior glass, glazing and mullions, exterior doors, columns, beams, shafts (including elevator shafts), stairs (other than internal stairwells installed by Tenant, if any), parking areas, stairwells (excluding internal stairwells installed by Tenant), escalators, elevator cabs, plazas, pavement, sidewalks, curbs, entrances (other than the entrances to a particular tenant’s premises), Common Area landscaping, men’s and women’s restrooms, Building mechanical, electrical and telephone closets and all Common Areas and the base building mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems (including all plumbing connected to said facilities or systems) and other building systems and equipment which were not constructed by, and are not for the exclusive use of, Tenant. The foregoing notwithstanding: (i) Landlord shall not be required to repair damage to any of the foregoing to the extent caused by the negligence or willful misconduct of Tenant or it agents, employees or contractors, unless and except to the extent such damage is covered by insurance carried or required to be carried by Landlord hereunder; and (ii) the obligations of Landlord pertaining to damage or destruction by casualty shall be governed by the provisions of Paragraph 9. Landlord shall have the right but not the obligation to undertake work of repair that Tenant is required to perform under this Lease and that Tenant fails or refuses to perform within applicable notice and cure periods. All actual out of pocket costs incurred by Landlord in performing any such repair for the account of Tenant, plus an administrative fee equal to ten percent (10%) of such costs, shall be repaid by Tenant to Landlord within thirty (30) days of following demand. Except as expressly provided in Paragraph 9 of this Lease, there shall be no abatement of Rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business arising from the making of any repairs, alterations or improvements in or to any portion of the Premises, the Building or the Project. Tenant waives the right to make repairs at Landlord’s expense under any law, statute or ordinance now or hereafter in effect (including the provisions of California Civil Code Section 111942 and any successive sections or statutes of a similar nature). Landlord may install certain exterior clamshell or hangar doors (the “Exterior Window/Door”) on the exterior walls of the Building that can be opened from the interior of the Building. Such Exterior Window/Doors may be installed in one or more spaces leased to tenants of the Building. In the event the Premises contains an Exterior Window/Door, Tenant shall use commercially reasonable efforts to use and operate such Exterior Window/Door in accordance with the reasonable non-discriminatory rules and regulations adopted by Landlord for such Exterior Window/Doors from time to time; provided, however, Landlord shall be responsible for the repair and maintenance of the Exterior Window/Door (and Tenant shall pay for such repair and maintenance costs to the extent such repairs or maintenance are due to Tenant’s misuse of such Exterior Window/Doors) and for insuring the same except as otherwise specifically provided herein. At all times outside of Business Hours (as defined in Paragraph 7(c)) and during any inclement weather, Tenant shall close such Exterior Window/Doors that are located in its Premises. (b) Tenant, at its expense, (1) shall perform keep the non-structural interior portions of the Premises and all fixtures contained therein in good repair, condition (consistent with Comparable Buildings) and operating order, and (ii) shall bear the cost of maintenance and repairs repair, by contractors reasonably approved by Landlord (which approval shall not be unreasonably withheld and shall be granted within fifteen (15) business days), 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, non-base building lavatory (if any exclusively serve the Premises), non-base building shower (if any exclusively serve the Premises), non-base building toilet (if any exclusively serve the Premises), non-base building wash basin (if any exclusively serve the Premises) and kitchen facilities, and supplemental heating and air conditioning systems installed by Tenant or any sublessee or assignee of Tenant (including replacements) all plumbing connected to said facilities or systems installed by or on behalf of Tenant). Tenant shall make all repairs to the Premises with replacements of any materials to be made by use of materials of consistent or better quality. Tenant shall do all decorating, remodeling, alteration and painting required by Tenant during the Lease Term. Tenant shall pay for the cost of any repairs to the Premises, the Building or the Project made necessary by any negligence or willful misconduct of Tenant or any of its assignees, subtenants, employees or their respective agents, representatives, contractors, unless and keep except to the extent such damage is covered by insurance carried or required to be carried by Landlord hereunder. If Tenant fails to make such repairs or replacements within applicable notice and cure periods, Landlord may at its option make such repairs or replacements, and Tenant shall within thirty (30) days following demand pay Landlord for the actual out-of-pocket cost thereof, together with an administration fee equal to ten percent (10%) of such costs. (c) Upon the expiration or earlier termination of this Lease, Tenant shall surrender the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenanta broom-clean condition, except for reasonable normal wear and tear and casualty excepted, with any Alterations or Tenant Improvements required to be removed pursuant to Paragraph 4 above (and any repairs that are Landlord’s express responsibility hereunderand restoration arising from such removal completed). 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 timely 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalfsame, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows may store or dispose of the Buildingsame at Tenant’s expense, (ii) appropriate the Base Buildingsame for itself, and (iii) and/or sell the Common Areas. As used hereinsame in its discretion but in any event, “Basein compliance with applicable Laws.

Repairs. Subject Lessor shall keep the foundations and structural supporting ------- members of the Premises in good order, condition and repair. Lessee agrees to Section 11keep clean, Tenant, at its expense, shall perform repair and maintain in good order and condition and to replace whenever necessary all maintenance and repairs (portions of the Premises not enumerated in paragraph 11 including replacements) but not limited to the nonstructural interior portions of the Premises, the show windows and keep moldings, doors, closures, windows, plate and window glass, the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for 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)floors, and any leasehold improvements installed pursuant to any prior leaseassume and pay for the general maintenance, but excluding cleaning, repair and replacement where necessary of the Base Building (the “Leasehold Improvements”); (b) all supplemental heatingplumbing, ventilation electric and air conditioning unitssewage systems, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensersfacilities, and plumbing) and similar facilities exclusively serving Tenant, whether appliances which are located inside or outside within the interior of the Premises, and whenever the entire heating and air conditioning system. Lessee shall, at its expense in the spring and fall of each year, have a preventative maintenance service call made by whomever installed a reputable contractor acceptable to Lessor for the purpose of inspecting, cleaning, maintaining and servicing the heating and air conditioning system. Lessee shall make available upon the request of Lessor a copy of the service report or paid for; invoice by June 1st and (c) all Lines (defined in Section 23)November 1st respectively. Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord mayLessor, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demandmay have said spring and fall service calls performed, the cost of such work plus a coordination fee equal to 10% which shall be paid by Lessee. Lessee will keep the inside and outside of such cost. Landlord shall perform all maintenance and repairs to (i) glass in the roof and exterior walls doors and windows of the BuildingPremises clean. Should Lessee fail to maintain and repair Premises as deemed necessary by Lessor, (ii) Lessor may make such repairs at Lessee's expense and Lessee shall promptly reimburse Lessor for the Base Buildingcost thereof. The Lessor or its legal representatives may, at all reasonable hours, enter upon said Premises for the purpose of examining the condition thereof and (iii) making such repairs as Lessor deems necessary and to exhibit Premises to prospective purchasers or lessees. Lessor shall not interrupt or interfere with Lessee's use of the Common Areas. As used herein, “BasePremises in connection with such inspections or repairs except as may be reasonably necessary under the circumstances.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenantthe 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 Tenant is a Default (defined in Default Section 19.1) or in the case of an emergencyemergency exists, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, 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-standard item that may be installed as part of the Tenant Improvements or any Alteration) fails to operate in accordance with its design specifications or otherwise is in need of repair (other 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 first year of the initial Term, any plumbing fixture that exists in the Premises (but outside the restrooms in the Premises) on the date hereof and 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 (other 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.

Repairs. Subject to Section 11, Tenant, at its expense, Landlord shall perform all maintenance and repairs (including replacements) to the Premises, and keep the Premises in as good condition maintain and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows structural portions of the Building, (ii) including the Base Buildingfoundation, floor/ceiling slabs, roof structure, curtain wall, exterior glass and mullions. columns, beams, and shafts (iiiincluding elevator shafts) the Common Areas. As used herein(collectively, “BaseBuilding Structure”) at Landlord’s expense, in good order, condition and repair. At Tenant’s expense, as a part of Operating Expenses payable by Tenant hereunder, Landlord shall maintain and repair the mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems in the Building (collectively, “Systems and Equipment”), the roof and roof membrane, and all Common Areas in good order, condition and repair. 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 are located (other than floor slabs), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including without limitation Article 8 hereof, promptly and adequately repair all damage to the Premises (including, without limitation, any glass windows broken by Tenant), 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, 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. Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs that Tenant has failed to perform as aforesaid or any alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject Landlord shall maintain in good condition and operating order and keep in good repair and condition, in a manner commensurate with the Comparable Buildings and in a clean, safe and neat condition, the structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (as opposed to Section 11roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, stairwells, elevator cab, men's and women's washrooms, Building mechanical, electrical and telephone closets, and all common and public areas servicing the Building, including the parking areas, landscaping and exterior Project signage (collectively, "Building Structure") and the Base Building mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems which were not constructed by Tenant Parties (collectively, the "Building Systems") and the Project Common Areas. 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-of-pocket costs and expenses incurred by Landlord to repair the Building Structure and/or the Building Systems to the extent caused due to Tenant's use of the Premises for other than normal and customary business office operations, unless and to the extent such damage is covered by insurance carried or required to be carried by Landlord pursuant to Article 10 and to which the waiver of subrogation is applicable (such obligation to the extent applicable to Tenant as qualified and conditioned will hereinafter be defined as the "BS/BS Exception"). Tenant shall, at its Tenant's own expense, keep the Premises, including all improvements, fixtures, equipment, interior window coverings, and furnishings therein, and the floor or floors of the Building on which the Premises is located, in a manner consistent with first class office standards in the market in which the Project is located at all times during the Lease Term, but such obligation shall perform all maintenance not extend to the Building Structure and repairs (including replacements) the Building Systems except pursuant to the BS/BS Exception as applicable to the Premises, and keep the Premises in as good condition and repair as when . If Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for 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 fails to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergencymake such repairs, Landlord may, at its optionafter written notice to Tenant and Tenant's failure to repair within ten (10) business days thereafter, perform but need not, make such maintenance end repairs on Tenant’s behalfand replacements, in which case and Tenant shall pay Landlord, upon demand, Landlord the reasonable and actual cost of such work thereof (plus a coordination fee equal to 10% five percent (5%) administrative fee) within thirty (30) days after Tenant's receipt of such costan invoice therefor together with reasonable supporting evidence. Landlord may, but shall perform all maintenance and repairs 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) 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, 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 Common AreasPremises 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. As used herein, “BaseTenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar Law.

Repairs. Subject to Section 11(a) Except as provided herein, TenantTenant shall keep the interior, at its expense, shall perform all maintenance and repairs (including replacements) to the Premises, and keep non-structural portions of the Premises in as good repair, and Tenant shall upon the expiration of the term of this Lease, yield and deliver up the Premises in good and tenantable condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for reasonable 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and . (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, 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, “Baseincluding, without limitation, repairs that arise out of or relate to (A) the Building systems and the structural elements of the Building and the Premises (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 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 Lease.

Repairs. Subject to Section 11, Tenant, at its expense, Landlord shall perform all maintenance maintain in first-class condition and repairs (including replacements) to the Premises, operating order and keep in good repair and condition the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows structural portions of the Building, including the foundation, floor/ceiling slabs, roof structure (iias opposed to roof membrane), curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), fire stairs, parking areas, landscaping, exterior Project signage, stairwells, elevator cab, men's and women's washrooms, Building mechanical, electrical and telephone closets, and all common and public areas (collectively, "Building Structure") and the Base BuildingBuilding mechanical, electrical, life safety, plumbing, sprinkler systems and HVAC systems which were not constructed by Tenant Parties (iiicollectively, the "Building Systems") and the Common Areas. As used hereinNotwithstanding anything in this Lease to the contrary, “BaseTenant 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 Premises, including all improvements, fixtures and furnishings therein, and the floor [***] Confidential portions of this document have been redacted and filed separately with the Commission.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenantthe 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 Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23)) and trade fixtures. Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are not Landlord’s express responsibility hereunder, and shall keep the Premises in good condition and repair, reasonable wear and tear 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 105% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building (including without limitation the foundation, floor/ceiling slabs, columns, beams, shafts (including elevator shafts), stairs, stairwells and elevator cabs), together with all mechanical (including without limitation the sprinkler systems and HVAC), electrical, plumbing and fire/life-safety systems serving the Building, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, Tenant, Landlord shall at its expense, shall perform all maintenance and repairs (including replacements) to times during 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 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 operating order the Premises, whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows structural portions of the Building, including, without limitation, the foundation, floor slabs, ceilings, roof, columns, beams, shafts, stairs, stairwells, escalators, elevators, base building 811311.04/WLA 378421-00002/2-14-20/mem/mem -20- ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ [Akero Therapeutics, Inc.] restrooms and all Common Areas (ii) collectively, the “Building Structure”, and the Base BuildingBuilding mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems installed or furnished by Landlord (collectively, the “Building Systems”). Landlord shall also maintain and repair the solar window film on the inside of the exterior Building windows, provided that if damage to such solar window film is caused by Tenant, then Tenant shall pay the cost for any such repairs. Except as specifically set forth in this Lease to the contrary, Tenant shall not be required to repair the Building Structure and/or the Building Systems except to the extent required because of Tenant’s use of the Premises for other than normal and customary business office operations (which repairs shall be performed by Landlord at Tenant’s cost and expense). Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures and furnishings therein, and (iii) the Common Areasfloor coverings within the Premises, in good order, repair and condition at all times during the Lease Term. As used hereinIn addition, “Basesubject 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 pay to Landlord the cost thereof, including Landlord’s standard fee for its involvement with such repairs and replacements, promptly upon being billed for same. Landlord may, but shall not be required to, enter the Premises, as provided in Article 27, below, at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Repairs. Subject to (a) Except as provided in Section 1110.(b), TenantTenant shall, at its Tenant's sole cost and expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that above Building standard improvements which are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements fully contained in the 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 Tenantfire/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, Tenant shall not be responsible for making capital expenditures in connection with such repairs unless (i) required by Section 6, (ii) such repairs relate to 15 Real Estate/Newport Beach Lease(3) improvements installed by or on behalf of Tenant, 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, structural portions and the roof of the Building (including the parking garage), and all basic mechanical, electrical, plumbing, heating, ventilation, and air conditioning systems providing service to all tenants in the Building. Payment of such expenses by Tenant to Landlord shall be subject to Sections 5 and 6 of this Lease. Notwithstanding the foregoing, if Tenant any such maintenance or repair is caused in Default part or in whole by the case negligence or willful misconduct of an emergencyTenant, Landlord mayits agents, at its optionservants, perform such maintenance end repairs on Tenant’s behalfemployees, in which case licensees, or invitees, then Tenant shall pay Landlord, upon demand, the cost of to Landlord as Additional Rent all charges for such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs 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 roof and exterior 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, (ii) the Base Building, and (iii) the Common Areas, or Premises. As used hereinTenant waives any right to make repairs at Landlord's expense pursuant to California Civil Code section 1942 or any similar law, “Basestatute, 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 monetary obligations under this Lease shall abate from and after such three (3) day period until the P▇▇▇▇▇es is again rendered tenantable and suitable for the conduct of Tenant's business therefrom. In addition, in 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, 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 suitable for the conduct of Tenant's business therein; such termination to be effective as of the date set forth in said notice.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises. 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 that is reasonably designed to minimize disruption of the operation of the businesses of Tenant and the other 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 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 maintenance will take good care of the Demised Premises including by way of example but not limitation, the tanks, racks, roof, boiler, heating systems, plumbing systems, electrical system and repairs (including replacements) to the Premisessprinkler, and keep the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenantgas fired unit heaters, except for 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 Tenant, whether located inside or outside of curbs adjoining the Premises, Demised Premises and whenever will keep the same in good order 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, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% 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, and (iii) the Common Areas. As used herein, “Basecondition and

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", Tenantsubject to the provisions of Section 4 of this Lease. During the entire Term of the Lease, at its expenseLandlord shall keep and maintain in good repair and working order and make repairs to and perform maintenance upon: (1) structural elements of the Building; (2) the base Building Systems including the mechanical (including HVAC), electrical, plumbing and fire/life safety systems serving the Building in general but excluding those for which the Tenant is responsible, such as the tie-ins or 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 perform all maintenance and promptly make repairs (including replacementsconsidering the nature and urgency of the repair) to for which Landlord is responsible.” Subtenant shall maintain and repair the Premises, interior of the Premises and keep the Premises same in as good a neat and orderly condition and repair as when Tenant took possession and as thereafter improved Subtenant shall pay to Sublandlord all reasonable out-of-pocket costs incurred by Landlord and/or TenantSublandlord in making any repairs necessitated by Subtenant's, except for 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 Premisesits servants', whenever and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2)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 leasehold improvements installed pursuant to repairs or in any prior lease, but excluding way tamper with the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning unitsair-conditioning, kitchens (including hot water heatersventilating, dishwasherselectrical, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside plumbing or mechanical systems of the Building outside of the Premises, . (b) Subtenant 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 and whenever and which is allowed by whomever installed or paid for; and 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 Lines steps reasonably necessary to eliminate such noise or vibration. (defined d) Except as otherwise expressly provided in Section 23this Sublease (including, without limitation, the incorporated portions of the Prime Lease). Notwithstanding , 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 foregoingBuilding or the Premises, if Tenant is in Default or in or to the case of an emergencyfixtures, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows equipment or appurtenances of the Building, (ii) Building of the Base Building, and (iii) the Common Areas. As used herein, “BasePremises.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 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 Tenantthe 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 Tenant is in a Default or in the case emergency exists by reason of an emergencyTenant’s failure to perform such maintenance and repairs, Landlord may, at its option, perform such maintenance end repairs work on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 105% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions (including the foundation and roof structure) of the Building, together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.

Repairs. Subject to Section 11, TenantTenant shall, at its Tenant's own expense, shall perform all maintenance and repairs (including replacements) to keep the Premises, and keep including without limitation the Premises in as good condition and repair as when Tenant took possession and as thereafter improved by Landlord and/or Tenant, except for reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include of all glass panels and partitions, interior lavatories, showers, toilets, basins, kitchen facilities, kitchen appliances and supplemental HVAC systems including such supplemental HVAC systems' respective mechanical, plumbing and electrical connections (a) all leasehold improvements whether such systems or facilities are fully contained in the Premises, whenever and by whomever or exist outside the Premises, but were fully installed or paid forare maintained to exclusively serve the Premises), including any Tenant Improvementsall non-structural improvements, any Alterations (defined in Section 7.2)fixtures and furnishings therein, and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside floors of the Premises, in good order, repair and whenever condition, however, ordinary wear and tear during the Term shall be excepted. In addition, Tenant shall, at Tenant's own expense, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by whomever installed ordinary wear and tear or paid forbeyond the reasonable control of Tenant; provided, however, that at Landlord's option, or if Tenant fails to make such repairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a commercially reasonable percentage of the cost thereof (cto be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all Lines (defined in Section 23)overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such repairs and replacements, forthwith upon being billed for same. Landlord shall not be liable for damage that may be sustained by the goods, wares, merchandise or property of Tenant, its employees, invitees, customers, agents, or contractors, or any other person in, on or about the Premises directly or indirectly caused by or resulting from any cause whatsoever, including, but not limited to, fire, steam, electricity, gas, water, or rain which may leak or flow from or into any part of the Premises, or from the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning, light fixtures, or mechanical or electrical systems, or from intrabuilding cabling or wiring, whether such damage results from conditions arising upon the Premises or upon other portions of the Project or from other sources or places and regardless of whether the cause of such damage or injury or the means of repairing the same is inaccessible to Tenant. Notwithstanding the foregoing, Landlord shall be responsible for repairs to the exterior walls, the structural portions of the Building, including, without limitation, the foundation, floor slabs, ceilings, roof, columns, beams, shafts, stairs, stairwells, elevators, base building restrooms and all Common Areas (collectively, the "Building Structure") and the mechanical, electrical, life safety, plumbing, sprinkler, sewer and HVAC systems of the Building (collectively, the "Building Systems"), except to the extent that such repairs are required due to the negligence or willful misconduct of Tenant or work performed by or on behalf of Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant is or work performed by or on behalf of Tenant, Landlord shall nevertheless make such repairs at Tenant's expense, or, if covered by Landlord's insurance, Tenant shall only be obligated to pay any deductible in Default or connection therewith. The Building Structure and the Building Systems shall be referred to collectively as the "Base Building." Landlord may, but shall not be required to, enter the Premises at all reasonable times upon at least one (1) business day's prior notice (except in the case of an emergency) to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall reasonably deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree, provided, however, Landlord mayshall conduct such activities in a manner that minimizes disruption to ▇▇▇▇▇▇'s business at the Premises. Tenant hereby waives any and all rights under and benefits of subsection I of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, at its optionstatute or ordinance now or hereafter in effect. Notwithstanding anything to the contrary in the Lease, perform such maintenance end repairs on Tenant’s behalfto the extent the supplemental HVAC systems in the Premises require repair or replacement, in which case Tenant shall pay Landlordhave the right in its sole discretion to repair or replace such systems or elect not to repair or replace the same; provided, upon demandhowever, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs have no obligation to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “Baserepair or replace such supplemental HVAC systems.

Repairs. Subject to Section 11, Tenant, at its expense, (a) Tenant shall perform all maintenance and repairs (including replacements) to 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 Tenantfirst occupied, except for 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 extent such failure materially and adversely affects Tenant, whether located inside or outside ’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 under this Section 4.05(b) is caused by Tenant is in Default or in the case any of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalfagents, in which case Tenant employees, invitees and licensees, such repair shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. be performed by Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “Baseat Tenant’s reasonable expense.

Repairs. Subject to Section 11, Tenant, at its expense, (a) Tenant shall perform all maintenance and repairs (including replacements) to 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 Tenantin good condition, except for 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 Tenant, 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 under this Section 4.05(b) is caused by Tenant is in Default or in the case any of an emergency, Landlord may, at its option, perform such maintenance end repairs on 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 cost of such work plus a coordination fee equal to 10% of such cost. be reasonable and without profit or ▇▇▇▇-up by Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Building, (ii) the Base Building, and (iii) the Common Areas. As used herein, “Baseor any Landlord Affiliate.

Repairs. Subject to Section 11, Tenant, at its Tenant’s sole cost and expense, shall promptly make all repairs and restoration, perform all maintenance maintenance, and repairs (including replacements) make all replacements in and to the Premises, and Premises that are necessary or desirable to keep the Premises in as good first class condition and repair as when Tenant took possession repair, in safe and as thereafter improved by Landlord and/or Tenant, except for 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)tenantable condition, and any leasehold improvements installed pursuant 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 prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside part of the Premises, and whenever shall, at the expiration or earlier termination of the Term, surrender the Premises in an order and by whomever installed condition equal to their order and condition on the Commencement Date, ordinary wear and tear excepted. Without limiting the generality of the foregoing, Tenant, at Tenant’s sole cost and expense, shall promptly make all repairs to (a) exterior and interior walls, roof, ceilings, exterior and interior doors and windows and related hardware, foundation and structural integrity of structure of the Premises, (b) any pipes, lines, ducts, wires or paid for; and conduits contained within the Premises, (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof and exterior walls and windows of the Buildingsigns, (iid) any heating, air conditioning, electrical, ventilating or plumbing equipment installed in or serving the Base BuildingPremises, (e) all glass, window panes and doors, (f) any other mechanical systems serving the Premises, (g) all paved parking areas, driveways and walkways, and (iiih) the Common Areas. As used herein, “Baseall landscaping.

Repairs. Subject to Section 11, Tenant, at its expense, Tenant shall perform all maintenance and repairs (including replacements) to the Premises, and keep the Premises (including, without limitation, all Fixtures which are not the responsibility of Landlord pursuant to this Lease to repair) 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 Tenantfirst occupied, except for reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. excepted (to the extent Tenant pays to Landlord (A) in accordance with Section 7.05(g) in connection with a casualty damage to Tenant’s maintenance Improvements 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, instaBetterments one-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether located inside or outside half 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 sum of an emergency, Landlord may, at its option, perform such maintenance end repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 10% of such cost. Landlord shall perform all maintenance and repairs to (i) the roof insurance proceeds covering Tenant’s Improvements and exterior walls and windows of the BuildingBetterments, (ii) the Base Building, amount of any deductible under the policy insuring Tenant’s Improvements and Betterments and (iii) the Common Areasamount, if any, by which the cost of repairing and restoring Tenant’s Improvements and Betterments as estimated by a reputable contractor designated by Landlord and reasonably acceptable to Tenant exceeds clauses (i) and (ii) above and (B) in connection with a condemnation proceeding affecting the Premises or any part thereof, any condemnation proceeds it receives in connection with Improvements and Betterments in the Premises, then Tenant may surrender the Premises to Landlord subject to damage by casualty or condemnation). As used hereinSubject to the preceding sentence and except to the extent of the release of liability and waiver of subrogation provided in Section 7.03 hereof, “BaseTenant’s obligation shall include, without limitation, the obligation to repair all damage caused by Tenant, its agents, employees, invitees and licensees to the equipment and other installations in the Premises or anywhere in the Building. Any maintenance, repair or replacement to the windows (including, without limitation, any solar film attached thereto), the Building systems, the Building’s structural components or any areas outside the Premises and which is Tenant’s obligation to perform shall be performed by Landlord at Tenant’s expense. Tenant shall be responsible to repair and replace as necessary any solar film attached to the exterior windows of the Premises, which repair shall be performed by Landlord at the expense of Tenant, to the extent such solar film was damaged after the applicable Commencement Date or Second Commencement Date with respect to the Blocks and with respect to any other space included in the Premises, on the date possession of such space is delivered to Tenant. Landlord and Tenant shall, on or promptly after each Commencement Date or Second Commencement Date or date possession is delivered to Tenant, as applicable, prepare a punchlist indicating which solar film in the applicable part of the Premises is damaged as of the date of the preparation of such punchlist and Landlord shall replace same as set forth in Exhibit G. Tenant shall not commit or allow to be committed any waste or damage to any portion of the Premises or the Building.

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 maintenance repair, replace and repairs (shall charge back to Tenant as and if allowed within Common Area Maintenance costs, the exterior and structure of the building including replacements) to roof and exterior walls and 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 the Premises in as good order, condition and repair as when Tenant took possession the Premises and as thereafter improved every part thereof, structural (but only to extent the need for structural repairs are caused by Landlord and/or Tenant) and non-structural including, except for reasonable wear without limiting the generality of the foregoing, all plumbing, heating, air conditioning, ventilating, electrical, lighting facilities and tear equipment within and repairs that are Landlord’s express responsibility hereunder. Tenant’s maintenance and repair obligations shall include (a) all leasehold improvements placed in service solely in the Premises, whenever fixtures, walls, ceilings, floors, windows, doors, plate glass and by whomever installed or paid for, including any Tenant Improvements, any Alterations (defined in Section 7.2), and any leasehold improvements installed pursuant to any prior lease, but excluding the Base Building (the “Leasehold Improvements”); (b) all supplemental heating, ventilation and air conditioning units, kitchens (including hot water heaters, dishwashers, garbage disposals, insta-hot dispensers, and plumbing) and similar facilities exclusively serving Tenant, whether skylights located inside or outside of within the Premises. d. If Tenant fails to perform Tenant’s obligations under this Paragraph 5, and whenever and by whomever installed or paid for; and under any other paragraph of this Lease, Landlord may, at its option (cbut shall not be required to) all Lines enter upon the Premises after ten (defined in Section 23). Notwithstanding the foregoing, if 10) days prior written notice to Tenant is in Default or (except in the case of an emergency, Landlord may, at its optionin which case no notice shall be required), perform such maintenance end repairs obligations on Tenant’s behalfbehalf and put the same in good order, in which case Tenant shall pay Landlordcondition and repair, upon demand, and the cost of such work plus a coordination fee equal thereof shall be due and payable as additional rent to 10% 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, and (iii) the Common Areas. As used herein, “Basetogether with ▇▇▇▇▇▇’s next rent installment.

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 maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are subject to the prior approval of 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or in the case of an emergencyfails to make such repairs, Landlord may, at its option, perform after written notice to Tenant and Tenant's failure to repair within five (5) days thereafter (unless more than five (5) days is required to effectuate such maintenance end 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 cost of such work plus a coordination fee equal work) sufficient to 10% of reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord's involvement with such costrepairs and replacements forthwith upon being billed for same. Notwithstanding the BS/BS Exception contained in this Article 7, Tenant may be responsible for certain repairs to the Building Systems and Building Structure to the extent provided for in this Lease, and Landlord may nevertheless make such repairs at Tenant's expense; provided, however, to the extent the same are covered by Landlord's insurance, Tenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall 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, 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 Common AreasPremises. As used hereinTenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, “Basestatute, or ordinance now or hereafter in effect.

Repairs. Subject to Section 11, Tenant, at its expense, shall perform all maintenance and repairs (including replacements) to 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 reasonable wear and tear and repairs that are not Landlord’s express responsibility hereunder, and shall keep the Premises in good condition and repair, reasonable wear and tear excepted. Tenant’s maintenance and repair obligations shall include (a) subject to the second sentence in Section 2.1.2 hereof and 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 Tenant, whether located inside or outside of the Premises, and whenever and by whomever installed or paid for; and (c) all Lines (defined in Section 23). Notwithstanding the foregoing, if Tenant is in Default or Landlord may, in the case of an emergency, Landlord mayemergency or Tenant Default, at its option, perform such maintenance end and repairs on Tenant’s behalf, in which case Tenant shall pay Landlord, upon demand, the cost of such work plus a coordination fee equal to 103% 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, and (iii) the Common Areas. As used herein, “BaseBase Building” means the structural portions of the Building (including, without limitation, the roof, the roofs membrane and the foundation), together with all mechanical (including HVAC), electrical, plumbing and fire/life-safety systems serving the Building in general, whether located inside or outside of the Premises.