Common use of Tenant Clause in Contracts

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and Premises.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but shall not limited make any alterations to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as modifications of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of Leased Premises or construct any improvements within the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Leased Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant until Landlord shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlordhave first approved, in writing, the plans and specifications therefore, which approvals shall not be unreasonably withheld or delayed. Landlord's consent shall not be required for non-structural interior improvements costing less than $10,000 in any calendar year. Plans are required. All such modifications, alterations or improvements, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense (including all permit fees and governmental charges related thereto), using a licensed contractor first approved by Landlord, in substantial compliance with the Landlord approved plans and specifications therefore. All work undertaken by Tenant shall be done in accordance with all Laws and in a good and workmanlike manner using new materials of good quality. Tenant shall not commence the making of any known defective condition which such modifications or alterations or the construction of any such improvements until (i) all required governmental approvals and permits shall have been obtained, (ii) all requirements regarding insurance imposed by this Lease have been satisfied, (iii) Tenant shall have given Landlord is required at least five business days prior written notice of its intention to repaircommence such work so that Landlord may post and file notices of non-responsibility, and failure to so report such known defects (iv) if requested by Landlord, Tenant shall have obtained contingent liability and broad form builder's risk insurance in a commercially reasonable time and manner shall make Tenant responsible an amount reasonably satisfactory to Landlord for to cover any increased liability incurred perils relating to the proposed work not covered by Landlord by reason of such failure to report the known defective condition. Any contractor selected insurance carried by Tenant in connection with pursuant to Article 9. In no event shall Tenant make any modifications, alterations or improvements whatsoever to the performance of Tenant’s obligations under this Section in or about the Premises Outside Areas or the Building shall require prior written approval exterior or structural components of the Landlord Building including, without limitation, any cuts or penetrations in the floor, roof or exterior walls of the Leased Premises without Landlord's approval which approval shall not be unreasonably withheld. As used in this Article, conditioned the term "modifications, alterations and/or improvements" shall include, without limitation, the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and Premiseslike.

Tenant. Except During the Term hereof, Tenant shall keep in full force and effect the following insurance and shall provide appropriate insurance certificates to Landlord prior to the Lease Commencement Date and annually thereafter before the expiration of each policy: (1) Commercial general liability insurance for the benefit of Tenant and Landlord as otherwise expressly an additional insured, with a limit of not less than Two Million Dollars ($2,000,000.00)combined single limit per occurrence, against claims for personal injury liability including, without limitation, bodily injury, death or property damage liability and covering (i) the business(es) operated by Tenant and by any subtenant of Tenant on the Premises, (ii) operations of independent contractors engaged by Tenant for services or construction on or about the Premises, and (iii) contractual liability; (2) Fire, extended coverage, vandalism and malicious mischief insurance, insuring the personal property, furniture, furnishings and fixtures belonging to Tenant located on the Premises for not less than one hundred percent (100%) of the actual replacement value thereof; (3) Workers' compensation in the amount required by law; (4) Business interruption or loss of income insurance in amounts satisfactory to Landlord, with a rental interruption rider assuring Landlord that the rent due hereunder will be paid for a period of not less than twelve (12) months if the Premises are destroyed or rendered inaccessible by a risk insured against by a policy of all risk insurance; and (5) Such other insurance as Landlord deems reasonably necessary. Each insurance policy obtained by Tenant pursuant to this Lease shall contain a clause that the insurer will provide Landlord with at least thirty (30) days prior written notice of any material change, non-renewal or cancellation of the policy, shall be in a form satisfactory to Landlord and shall be taken out with an insurance company authorized to do business in the State in which the Project is located and rated not less than Best's Financial Class X and Best's Policy Holder Rating "A". In addition, any insurance policy obtained by Tenant shall be written as a primary policy, and shall not be contributing with or in excess of any coverage which Landlord may carry, and shall have loss payable clauses satisfactory to Landlord and in favor of Landlord naming Landlord, and any other party reasonably designated by Landlord, as an additional insured. The liability limits of the above described insurance policies shall in no matter limit the liability of Tenant under the terms of Section XV. below. Not more frequently than every two (2) years, if, in the reasonable opinion of Landlord, the amount of liability insurance specified in this Section XIV. is not adequate, the above-described limits of coverage shall be adjusted by Landlord, by written notification to Tenant, in order to maintain the level of insurance protection comparable to the protection afforded on the date the Term commences. If Tenant shallfails to maintain and secure the insurance coverage required under this Section XIV., at Tenant’s expensethen Landlord shall have, keep in addition to all other remedies provided herein and by law, the right, but not the obligation, to procure and maintain such insurance, the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point cost of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as due and payable to Landlord by Tenant on demand. 19 If, on account of the Commencement Date and in compliance failure of Tenant to comply with all Applicable Laws)the provisions of this Section, and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed Landlord is deemed a co-insurer by Tenant)its insurance carrier, in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, of then any known defective condition loss or damage which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord sustain by reason of such failure to report the known defective condition. Any contractor selected thereof shall be borne by Tenant in connection with the performance and shall be immediately paid by Tenant as additional rent upon receipt of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt ▇ therefor and evidence of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and Premisesloss.

Tenant. Except By entry hereunder, Tenant accepts the Premises as otherwise expressly required being in good and sanitary order, condition and repair. Tenant, at Tenant’s sole cost and expense, shall keep, maintain and preserve the Premises in first class condition and repair, and shall, when and if needed, at Tenant’s sole cost and expense, make all repairs to the Premises and every part thereof, including, without limitation, Tenant’s trade fixtures, installations, equipment and other personal property items within the Premises. All such repairs, maintenance and replacements by Tenant shall be performed in a good and workmanlike manner. Tenant shall, upon the expiration or sooner termination of Landlordthe Term hereof, surrender the Premises to Landlord in the same condition as when received, usual and ordinary wear and tear excepted. Landlord shall have no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof. Tenant acknowledges, agrees and affirms that Landlord has made no representations to Tenant respecting the condition of the Premises or the Project. Without limiting the foregoing, Tenant shall, at Tenant’s sole expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises repairing any area damaged by Tenant, Tenant’s agents, employees, invitees and the cost thereofvisitors. All repairs and replacements by Tenant shall promptly notify be made and performed: (a) at Tenant’s cost and expense and at such time and in such manner as Landlord may reasonably designate, (b) by contractors or mechanics approved by Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned (c) so that same shall be at least equal in quality, value and utility to the original work or delayedinstallation, such approval shall require(d) in a manner and using equipment and materials that will not interfere with or impair the operations, at a minimumuse or occupation of the Building or any of the mechanical, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insuredelectrical, proof that the contractor is duly licensed and permitted plumbing or other systems in the municipality where Building or the Premises is locatedProject, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and (e) in accordance with current building codes the Rules and ordinancesRegulations attached hereto as EXHIBIT D and all Applicable Laws. In the event Tenant fails, in the reasonable judgment of Landlord, to maintain the Premises in accordance with the obligations under the Lease, Landlord shall have the right, but not the obligation, to enter the Premises and perform such maintenance, repairs or refurbishing at Tenant’s sole cost and expense (including a sum for overhead to Landlord equal to ten percent (10%) of the cost of the maintenance, repairs or refurbishing). Tenant shall maintain written records of maintenance and repairs, as required by any Applicable Law, and with agreement shall use certified technicians to adhere perform such maintenance and repairs, as so required. Tenant shall promptly deliver to any other reasonable standards imposed Landlord full and complete copies of all service or maintenance contracts entered into by Landlord Tenant for the protection and preservation of the Building and Premises.

Tenant. By entry hereunder and subject to Article 11 above, Tenant accepts the Premises as being in good and sanitary order, condition and repair. Tenant, at Tenant’s sole cost and expense, shall keep, maintain and preserve the Premises in first class condition and repair, including contracting for any and all necessary janitorial services, and shall, when and if needed, at Tenant’s sole cost and expense, make all repairs to the Premises and every part thereof, including, without limitation, (i) all plumbing and sewage facilities (including all sinks, toilets, faucets and drains), and all ducts, pipes, vents or other parts of the BVAC or plumbing system, (ii) Tenant’s trade fixtures, installations, equipment and other personal property items within the Premises, (iii) heating, ventilating and air conditioning systems servicing the Premises, (iv) interior walls, floors, ceilings, interior doors, exterior and interior windows, fixtures and the roof, (v) all electrical facilities and all equipment (including all lighting fixtures, lamps, bulbs, tubes, fans, vents, exhaust equipment and systems), (vi) any automatic fire extinguisher equipment in the Premises, and (vii) utility facilities serving the Premises (including electrical wiring and conduits, gas lines, water pipes and plumbing and sewage fixtures and pipes). Tenant shall be responsible for, at its sole cost: (i) cleaning, maintenance, repair, utility costs and landscaping of the entrances, lobbies and other public areas of the Building, walkways, landscaped areas, driveways necessary for access to the Premises, driveways, outdoor lighting and walkways, (ii) maintenance, repair, monitoring and operation of the fire/life safety system and (iii) trash collection for the Building. Tenant shall replace any damaged or broken glass in the Premises (including all interior and exterior doors and windows) with glass of the same kind, size and quality. All such repairs, maintenance and replacements by Tenant shall be performed in a good and workmanlike manner. Tenant shall, upon the expiration or sooner termination of the Term hereof, surrender the Premises to Landlord in the same condition as when received, usual and ordinary wear and tear excepted. Except as otherwise expressly required for Landlord’s Work and subject to Section 13.2 below, Landlord shall have no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof. Tenant acknowledges, agrees and affirms that Landlord has made no representations to Tenant respecting the condition of Landlordthe Premises or the Building. Without limiting the foregoing, Tenant shall, at Tenant’s sole expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises repairing any area damaged by Tenant, Tenant’s agents, employees, invitees and the cost thereofvisitors. Except as otherwise provided in this Section 13.1 and in Section 13.2 below, all repairs and replacements by Tenant shall promptly notify be made and performed: (a) at Tenant’s cost and expense and at such time and in such manner as Landlord may reasonably designate, (b) by contractors or mechanics approved by Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned (c) so that same shall be at least equal in quality, value and utility to the original work or delayedinstallation, such approval shall require(d) in a manner and using equipment and materials that will not interfere with or impair the operations, at a minimumuse or occupation of the Building or any of the mechanical, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insuredelectrical, proof that the contractor is duly licensed and permitted plumbing or other systems in the municipality where the Premises is locatedBuilding, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and (e) in accordance with current building codes the Rules and ordinancesRegulations attached hereto as EXHIBIT D and all Applicable Laws. In the event Tenant fails, in the reasonable judgment of Landlord, to maintain the Premises in accordance with the obligations under the Lease, Landlord shall have the right, but not the obligation, to enter the Premises and perform such maintenance, repairs or refurbishing at Tenant’s sole cost and expense (including a sum for overhead to Landlord equal to ten percent (10%) of the cost of the maintenance, repairs or refurbishing). Tenant shall maintain written records of maintenance and repairs, as required by any Applicable Law, and with agreement shall use certified technicians to adhere perform such maintenance and repairs, as so required. Tenant shall promptly deliver to any other reasonable standards imposed Landlord full and complete copies of all service or maintenance contracts entered into by Landlord Tenant for the protection and preservation of the Building and Premises.

Tenant. Except as otherwise for the portions of the Premises expressly required to be maintained by Landlord under Section 8(a), Tenant, at Tenant’s sole cost and expense, shall maintain the Premises and the Building in which the Premises is located in good order, condition and repair, including, without limitation, floor coverings, walls and wall coverings, exposed portions of the mechanical, electrical and plumbing systems within the Building, doors and windows. In addition, if Tenant leases all of the rentable space located within the Building, Landlord may require Tenant to enter into regularly scheduled preventive maintenance/service contracts with maintenance contractors acceptable to Landlord for servicing the HVAC systems and equipment in the Building and provide to Landlord a copy of the current maintenance/services contract and written service reports on the HVAC systems and equipment on a quarterly basis. Tenant shall not enter onto the roof area of the Building, except for the purpose of maintaining the heating, ventilating, and air conditioning equipment to the extent Tenant is required to do so under the terms of this Lease. Tenant shall repair any damage to the roof area caused by its entry. If, in the reasonable judgment of Landlord, Tenant fails, within the notice and cure period set forth in Section 15(a)(ii) below, to maintain the Premises and the Building in which the Premises is located in good order, condition and repair, Landlord shall have the right, upon not less than five (5) days’ written notice to Tenant, to perform such maintenance, repairs or refurbishing at Tenant’s expense. In addition, Tenant shall, at Tenant’s its own expense, keep provide, install and maintain the Premises, including but not limited to in good condition all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, of its trade fixtures, above-ground plumbing furniture, equipment and conduits beginning at other personal property (“Tenant’s Personal Property”) required in the point conduct of entry into its business in the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be . If any condition arises in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord Project which approval shall not may be unreasonably withheld, conditioned unsafe or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted dangerous to persons or property in the municipality where the Premises is locatedProject, to the extent Tenant shall, promptly following Tenant becoming aware of such licensing and permitting is required by condition, notify Landlord of such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and Premisescondition.

Tenant. Except as otherwise expressly required Tenant shall comply with all applicable environmental laws concerning application, storage and handling of Landlordchemicals (including, without limitation, herbicides and insecticides) and fertilizers. Tenant shallshall apply any chemicals used for weed or insect control at levels not to exceed the manufacturer's recommendation for the soil types involved. Farm chemicals may not be stored on the premises for more than one year. Farm chemicals for use on other properties may not be stored on this property. Chemicals stored on the premises shall be stored in clearly marked, at Tenant’s expense, keep tightly closed containers. No chemicals or chemical containers will be disposed of on the premises. Application of chemicals for agricultural purposes per manufacturer's recommendation shall not be construed to constitute disposal. Tenant shall employ all means appropriate to insure that well or ground water contamination does not occur and shall be responsible to follow all applicator's licensing requirements. Tenant shall install and maintain safety check valves for injection of any chemicals and/or fertilizers into an irrigation system (injection valve only, not main well check valve). Tenant shall properly post all fields (when posting is required) whenever chemicals are applied by ground or air. Tenant shall haul end spread all manure on appropriate fields at times and in quantities consistent with environmental protection requirements. Tenant shall not dispose of waste oil, tires, batteries, paint, other chemicals or containers anywhere on the Premisespremises. Solid waste may not be disposed of on the premises. Dead livestock may not be buried on the premises. If disposal of solid waste or burial of dead animals is permitted as stated in the previous two sentences, including but not limited to all entry doors, damage to entry doors occasioned by theft the disposal or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which burial shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Lawsapplicable environmental laws. Tenant shall permit no wastenot use waste oil as a means to suppress dust on any roads on or near the premises. No underground storage tanks, except normal wear human waste septic systems that meet current codes, rules, and tearregulations, shall be maintained on the premises. Tenant shall also immediately notify Landlord of any chemical discharge, leak, or spill which occurs on premises. Tenant shall assume liability and shall indemnify and hold Landlord harmless for any claim or violation of standards which results from Tenant's use of the premises. Tenant shall assume defense of all claims, except claims resulting from Landlord's negligence, in which case each party shall be responsible for arranging janitorial services for the Premises and the cost thereofthat party's defense of any claim. After termination, Tenant shall promptly notify Landlord, in writing, remain liable for violations which occurred during the term of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and PremisesLease.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but shall not limited make any alterations to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as modifications of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of Leased Premises or construct any improvements within the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Leased Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant until Landlord shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlordhave first approved, in writing, of any known defective condition which Landlord is required to repairthe plans and specifications therefore, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld. All such modifications, conditioned alterations or delayedimprovements, such approval once so approved, shall requirebe made, constructed or installed by Tenant at Tenant's expense (including all permit fees and governmental charges related thereto), using a minimumlicensed contractor first approved by Landlord, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and in substantial compliance with the Landlord as additionally insured, proof that the contractor is duly licensed approved plans and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required specifications therefore. All work undertaken by such municipality, acknowledgment and agreement by the contractor that all work Tenant shall be done with good workmanship and in accordance with current building codes all Laws and ordinancesin a good and workmanlike manner using new materials of good quality . Tenant shall not commence the making of any such modifications or alterations or the construction of any such improvements until (i) all required governmental approvals and permits shall have been obtained, (ii) all requirements regarding insurance imposed by this Lease have been satisfied, (iii) Tenant shall have given Landlord at least five business days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and with agreement (iv) if requested by Landlord, Tenant shall have obtained contingent liability and broad form builder's risk insurance in an amount satisfactory to adhere Landlord to cover any other reasonable standards imposed perils relating to the proposed work not covered by Landlord for insurance carried by Tenant pursuant to Article 9. In no event shall Tenant make any modifications, alterations or improvements whatsoever to the protection and preservation Outside Areas or the exterior or structural components of the Building and including, without limitation, any cuts or penetrations in the floor, roof or exterior walls of the Leased Premises. As used in this Article, the term "modifications, alterations and/or improvements" shall include, without limitation, the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like.

Tenant. Except to the extent caused by the negligence of Landlord or any Landlord Indemnitee (as otherwise expressly required defined below, neither Landlord nor Landlord’s employees, agents, or contractors (collectively “Landlord Indemnitee”) shall be liable for and Tenant shall indemnify and save harmless Landlord and each Landlord Indemnitee from and against any and all liabilities, damages, claims, suits, costs (including costs of Landlordsuit, attorneys’ fees and costs of investigation) and actions of any kind, foreseen or unforeseen, arising or alleged to arise by reason of injury to or death of any person or damage to or loss of property, occurring on, in, or about the Premises or the Property, or by reason of any other claim whatsoever of any person or party, occasioned, directly or indirectly, wholly or partly: (a) by any act or omission on the part of Tenant shallor its employees, agents or contractors (collectively “Tenant Representative”); or (b) by any breach, violation or non-performance of any covenant of Tenant under this Lease. If any action or proceeding shall be brought by or against Landlord or any Landlord Indemnitee in connection with any such liability, claim, suit, cost, injury, death or damage, Tenant, on notice from Landlord or any Landlord Indemnitee, shall defend such action or proceeding, at Tenant’s expense, keep and maintain by or through attorneys reasonably satisfactory to Landlord or the Landlord Indemnitee. The provisions of this Section shall apply to all activities of Tenant or any Tenant Representative with respect to the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft whether occurring before or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point after execution of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Lawsthis Lease. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned limited to the coverage of insurance maintained or delayed, such approval required to be maintained by Tenant under this Lease. In no event shall require, at Landlord or any Landlord Indemnitee be liable in any manner to Tenant or any Tenant Representative as the result of the acts or omissions of Tenant or a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent Tenant Representative and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where all liability therefore shall rest with Tenant. All personal property upon the Premises is locatedshall be at the risk of Tenant only, and neither Landlord nor any Landlord Indemnitee shall be liable for any damage thereto or theft thereof, except to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement caused by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinancesnegligence, and with agreement to adhere to willful misconduct or gross negligence of Landlord or any other reasonable standards imposed by Landlord for the protection and preservation of the Building and PremisesIndemnitee.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but shall not limited make any alterations to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as modifications of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of Leased Premises or construct any improvements within the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Leased Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant until Landlord shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlordhave first approved, in writing, of any known defective condition which Landlord is required to repairthe plans and specifications therefore, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld. All such modifications, conditioned alterations or delayedimprovements, such approval once so approved, shall requirebe made, constructed or installed by Tenant at Tenant's expense (including all permit fees and governmental charges related thereto), using a minimumlicensed contractor first approved by Landlord, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and in substantial compliance with the Landlord as additionally insured, proof that the contractor is duly licensed approved plans and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required specifications therefore. All work undertaken by such municipality, acknowledgment and agreement by the contractor that all work Tenant shall be done with good workmanship and in accordance with current building codes all Laws and ordinancesin a good and workmanlike manner using new materials of good quality. Tenant shall not commence the making of any such modifications or alterations or the construction of any such improvements until (i) all required governmental approvals and permits shall have been obtained, (ii) all requirements regarding insurance imposed by this Lease have been satisfied, (iii) Tenant shall have given Landlord at least five business days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and with agreement (iv) if requested by Landlord, Tenant shall have obtained contingent liability and broad form builder's risk insurance in an amount satisfactory to adhere Landlord to cover any other reasonable standards imposed perils relating to the proposed work not covered by Landlord for insurance carried by Tenant pursuant to Article 9. In no event shall Tenant make any modifications, alterations or improvements whatsoever to the protection and preservation Outside Areas or the exterior or structural components of the Building and including, without limitation, any cuts or penetrations in the floor, roof or exterior walls of the Leased Premises. As used in this Article, the term "modifications, alterations and/or improvements" shall include, without limitation, the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like.

Tenant. Except By entry hereunder, Tenant accepts the Premises as otherwise expressly required being in good and sanitary order, condition and repair. Tenant, at Tenant's sole cost and expense, shall keep, maintain and preserve the Premises in first class condition and repair (including contracting with a professional, insured janitorial service provider to provide janitorial services to the Project five (5) days per week, which janitorial services shall include interior and exterior window washing and cleaning all bathrooms in the Building) and shall, when and if needed, at Tenant's sole cost and expense, make all repairs to the Premises and the restrooms in the Building, and every part thereof, including, without limitation, Tenant's trade fixtures, installations, equipment and other personal property items within the Premises. All such repairs, maintenance and replacements by Tenant shall be performed in a good and workmanlike manner. Tenant shall, upon the expiration or sooner termination of Landlordthe Term hereof, surrender the Premises to Landlord in the same condition as when received, usual and ordinary wear and tear excepted. Landlord shall have no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof. Tenant acknowledges, agrees and affirms that Landlord has made no representations to Tenant respecting the condition of the Premises or the Project. Without limiting the foregoing, Tenant shall, at Tenant’s 's sole expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises repairing any area damaged by Tenant, Tenant's agents, employees, invitees and the cost thereofvisitors. All repairs and replacements by Tenant shall promptly notify be made and performed: (a) at Tenant's cost and expense and at such time and in such manner as Landlord may reasonably designate, (b) by contractors or mechanics approved by Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned (c) so that same shall be at least equal in quality, value and utility to the original work or delayedinstallation (d) in a manner and using equipment and materials that will not interfere with or impair the operations, such approval shall requireuse or occupation of the Building or any of the mechanical, at a minimumelectrical, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted plumbing or other systems in the municipality where Building or the Premises is locatedProject, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and (e) in accordance with current building codes the Rules and ordinancesRegulations attached hereto as EXHIBIT D and all Applicable Laws. In the event Tenant fails, in the reasonable judgment of Landlord, to maintain the Premises in accordance with the obligations under the Lease, Landlord shall have the right, but not the obligation, to enter the Premises and perform such maintenance, repairs or refurbishing at Tenant's sole cost and expense (including a sum for overhead to Landlord equal to ten percent (10%) of the cost of the maintenance, repairs or refurbishing). Tenant shall maintain written records of maintenance and repairs, as required by any Applicable Law, and with agreement shall use certified technicians to adhere perform such maintenance and repairs, as so required. Tenant shall promptly deliver to any other reasonable standards imposed Landlord, full and complete copies of all service or maintenance contracts entered into by Landlord Tenant for the protection and preservation of the Building and Premises.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but shall not limited make any alterations to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as modifications of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of Leased Premises or construct any improvements within the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Leased Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant until Landlord shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlordhave first approved, in writing, of any known defective condition which Landlord is required to repairthe plans and specifications therefore, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned withheld or delayed. All such modifications, such approval alterations or improvements, once so approved, shall requirebe made, constructed or installed by Tenant at Tenant’s expense (including all permit fees and governmental charges related thereto), using a minimumlicensed contractor first approved by landlord, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and in substantial compliance with the Landlord as additionally insured, proof that the contractor is duly licensed approved plans and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required specifications therefore. All work undertaken by such municipality, acknowledgment and agreement by the contractor that all work Tenant shall be done with good workmanship and in accordance with current building codes all Laws and ordinancesin a good and workmanlike manner using new materials of good quality, Tenant shall not commence the making of any such modifications or alterations or the construction of any such improvements until (i) all required governmental approvals and permits shall have been obtained, (ii) all requirements regarding insurance imposed by this Lease have been satisfied, (iii) Tenant shall have given Landlord at least five business days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and with agreement (iv) if requested by landlord, Tenant shall have obtained contingent liability and broad form builder’s risk insurance in an amount satisfactory to adhere Landlord to cover any other reasonable standards imposed perils relating to the proposed work not covered by Landlord for insurance carried by Tenant pursuant to Article 9. In no event shall Tenant make any modifications, alterations or improvements whatsoever to the protection and preservation Outside Areas or the exterior or structural components of the Building and including, without limitation, any cuts or penetrations in the floor, roof or exterior walls of the Leased Premises. As used in this Article, the term “modifications, alterations and/or improvements” shall include, without limitation, the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like.

Tenant. Except By entry hereunder, Tenant accepts the Premises as otherwise expressly required being in good and sanitary order, condition and repair. Tenant, at Tenant's sole cost and expense, shall keep, maintain and preserve the Premises in first class condition and repair, and shall, when and if needed, at Tenant's sole cost and expense, make all repairs to the Premises and every part thereof, including, without limitation, Tenant's trade fixtures, installations, equipment and other personal property items within the Premises. All such repairs, maintenance and replacements by Tenant shall be performed in a good and workmanlike manner. Tenant shall, upon the expiration or sooner termination of Landlordthe Term hereof, surrender the Premises to Landlord in the same condition as when received, usual and ordinary wear and tear excepted. Landlord shall have no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof. Tenant acknowledges, agrees and affirms that Landlord has made no representations to Tenant respecting the condition of the Premises or the Project. Without limiting the foregoing, Tenant shall, at Tenant’s 's sole expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises repairing any area damaged by Tenant, Tenant's agents, employees, invitees and the cost thereofvisitors. All repairs and replacements by Tenant shall promptly notify be made and performed: (a) at Tenant's cost and expense and at such time and in such manner as Landlord may reasonably designate, (b) by contractors or mechanics approved by Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned (c) so that same shall be at least equal in quality, value and utility to the original work or delayedinstallation, such approval shall require(d) in a manner and using equipment and materials that will not interfere with or impair the operations, at a minimumuse or occupation of the Building or any of the mechanical, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insuredelectrical, proof that the contractor is duly licensed and permitted plumbing or other systems in the municipality where Building or the Premises is locatedProject, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and (e) in accordance with current building codes the Rules and ordinancesRegulations attached hereto as EXHIBIT D and all Applicable Laws. In the event Tenant fails, in the reasonable judgment of Landlord, to maintain the Premises in accordance with the obligations under the Lease, Landlord shall have the right, but not the obligation, to enter the Premises and perform such maintenance, repairs or refurbishing at Tenant's sole cost and expense (including a sum for overhead to Landlord equal to ten percent (10%) of the cost of the maintenance, repairs or refurbishing). Tenant shall maintain written records of maintenance and repairs, as required by any Applicable Law, and with agreement shall use certified technicians to adhere perform such maintenance and repairs, as so required. Tenant shall promptly deliver to any other reasonable standards imposed Landlord full and complete copies of all service or maintenance contracts entered into by Landlord Tenant for the protection and preservation of the Building and Premises.

Tenant. Except as otherwise expressly required Tenant shall comply with all applicable environmental laws concerning application, storage and handling of Landlordchemicals (including, without limitation, herbicides and insecticides) and fertilizers. Tenant shallshall apply any chemicals used for weed or insect control at levels not to exceed the manufacturer's recommendation for the soil types involved. Farm chemicals may not be stored on the premises for more than one year. Farm chemicals for use on other properties may not be stored on this property. Chemicals stored on the premises shall be stored in clearly marked, at Tenant’s expensetightly closed containers. No chemicals or chemical containers will be disposed of on the premises. Application of chemicals for agricultural purposes per manufacturer's recommendation shall not be construed to constitute disposal. Tenant shall employ all means appropriate to insure that well or ground water contamination does not occur, keep and shall be responsible to follow all applicator's licensing requirements. Tenant shall install and maintain safety check valves for injection of any chemicals and/or fertilizers into an irrigation system (injection valve only, not main well check valve). Tenant shall properly post all fields (when posting is required) whenever chemicals are applied by ground or air. Tenant shall haul and spread all manure on appropriate fields at times and in quantities consistent with environmental protection requirements. Tenant shall not dispose of waste oil, tires, batteries, paint, other chemicals or containers anywhere on the Premisespremises. Solid waste may not be disposed of on the premises. Dead livestock may not be buried on the premises. If disposal of solid waste or burial of dead animals is permitted as stated in the previous two sentences, including but not limited to all entry doors, damage to entry doors occasioned by theft the disposal or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which burial shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Lawsapplicable environmental laws. Tenant shall permit no wastenot use waste oil as a means to suppress dust on any roads on or near the premises. No underground storage tanks, except normal wear human waste septic systems that meet current codes, rules, and tearregulations, shall be maintained on the premises. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereofimmediately notify Landlord of any chemical discharge, leak, or spill which occurs on premises. Tenant shall promptly notify Landlord, in writing, of any known defective condition which assume liability and shall indemnify and hold Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord harmless for any increased liability incurred by Landlord by reason claim or violation of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of standards which results from Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval 's use of the Landlord which approval premises. Tenant shall not be unreasonably withheldassume defense of all claims, conditioned or delayed, such approval shall require, at a minimum, Lexcept claims resulting from ▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured▇'s negligence, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work which case each party shall be done with good workmanship and in accordance with current building codes and ordinancesresponsible for that party's defense of any claim. After termination, and with agreement to adhere to any other reasonable standards imposed by Landlord Tenant shall remain liable for violations which occurred during the protection and preservation term of the Building and Premisesthis Lease.

Tenant. Except By entry hereunder and subject to completion of the construction of the initial Landlord’s Improvements, Tenant accepts the Premises as otherwise expressly required being in good and sanitary order, condition and repair. Tenant, at Tenant’s sole cost and expense, shall keep, maintain and preserve the Premises in first class condition and repair, and shall, when and if needed, at Tenant’s sole cost and expense, make all repairs to the Premises and every part thereof, including, without limitation, Tenant’s trade fixtures, installations, equipment and other personal property items within the Premises; provided, however, that Tenant shall not be obligated to make any structural changes to the Premises unless caused by Tenant or Tenant’s alterations, and in no event shall Tenant by obligated to remove ACM as disclosed by Landlord. All such repairs, maintenance and replacements by Tenant shall be performed in a good and workmanlike manner. Tenant shall, upon the expiration or sooner termination of Landlordthe term hereof, surrender the Premises to Landlord in the same condition as when received, usual and ordinary wear and tear and acts of God excepted. Landlord shall have no obligation to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof. Tenant acknowledges, agrees and affirms that Landlord has made no representations to Tenant respecting the condition of the Premises or the Project. Without limiting the foregoing, Tenant shall, at Tenant’s sole expense, keep be responsible for repairing any area damaged by Tenant, Tenant’s agents, employees, invitees and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned visitors. All repairs and replacements by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which Tenant shall be made and performed: (a) at Tenant’s cost and expense and at such time and in good working order such manner as Landlord may reasonably designate, (b) by contractors or mechanics reasonably approved by Landlord, (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 Commencement Date and Building or any of the mechanical, electrical, plumbing or other systems in compliance with all Applicable Laws)the Building or the Project, and routine maintenance (e) in accordance with the Rules and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises Regulations attached hereto as EXHIBIT D and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. In the event Tenant fails, in the reasonable judgment of Landlord, to maintain and/or repair the Premises in accordance with the obligations under the Lease, Landlord shall permit no wastehave the right, except normal wear but not the obligation, to enter the Premises and tearperform such maintenance and/or repairs at Tenant’s sole cost and expense (including a sum for overhead to Landlord equal to five (5%) of the cost of the maintenance, repairs or refurbishing). Tenant shall also be responsible for arranging janitorial services for the Premises maintain written records of maintenance and the cost thereofrepairs, as required by any Applicable Law, and shall use certified technicians to perform such maintenance and repairs, as so required. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible deliver to Landlord for any increased liability incurred by Landlord by reason full and complete copies of such failure to report the known defective condition. Any contractor selected all service or maintenance contracts entered into by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection Premises. Tenant shall bear the cost of replacement of lamps, starters and preservation of ballasts for the Building and lighting fixtures within the Premises.

Tenant. Except as expressly set forth herein, Tenant shall have the right to assign, mortgage, sublease or otherwise expressly required transfer its interest in the Leased Premises with the prior consent of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that no such approval assignment or transfer shall requirerelieve Tenant of any obligations or liability hereunder without the written consent of Landlord. If this Lease be assigned or transferred, at a minimumor if all or any part of the Leased Premises be sublet or occupied by anybody other than Tenant, L▇▇▇▇▇▇▇’s receipt Landlord may, after default by Tenant under the Lease (after expiration of a Certificate of General Liability Insurance adding all applicable notice and cure periods), collect rent from the Agent assignee, transferee, subtenant or occupant, and apply the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, net amount collected to the extent rent reserved herein, but no such licensing and permitting is required by such municipalityassignment, acknowledgment and agreement by the contractor that all work subletting, occupancy or collection shall be done with good workmanship deemed a waiver of any agreement, term, covenant or condition hereof, or the acceptance of the assignee, transferee, subtenant or occupant as tenant, or a release of Tenant from the performance or further performance by Tenant of the agreements, terms, covenants and conditions hereof, and Tenant shall continue liable hereunder in accordance with current building codes the agreements, terms, covenants and ordinancesconditions hereof. The consent by Landlord to an assignment, mortgage, pledge, encumbrance, transfer or subletting shall not in any wise be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further assignment, mortgage, pledge, encumbrance, transfer or subletting. Notwithstanding the foregoing or anything to the contrary contained herein, Tenant shall have the right without the consent of Landlord to assign its rights, privileges and obligations under this Lease to any entity which controls, is controlled by, or is under common control with Tenant, or to any entity which merges or consolidates with or acquires all or substantially all of the assets and liabilities of Tenant; provided that if the assignee has a net worth less than Tenant's net worth as of the date of this Amendment, Tenant shall obtain the prior written consent of Landlord to such assignment. Tenant shall deliver to Landlord a copy of the assignment agreement within thirty (30) days after the execution thereof, together with copies of financial statements and other documents as reasonably requested by Landlord. In addition, Tenant shall have the right to sublet all or a part of the Leased Premises with the prior consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed; provided that any such sublease shall be subordinate to the terms of this Lease. Landlord and Tenant shall share equally in any net rent payable to Tenant under the sublease or any assignment which is over and above the rent that Tenant is already obligated to pay to Landlord under the Lease for the space that is being subleased or assigned by Tenant, so that Landlord and Tenant share equally in the net profits, if any, made by Tenant under the sublease or assignment. For the purposes of this Section, "control" of any entity shall be deemed to be vested in the person owning, directly or indirectly, more than 50% of the voting power in and to such entity. The term "net rent" shall mean the excess rental less, on an amortized basis over the term of the sublease or assignment, any brokerage commission, any tenant improvement allowance or construction costs and any reasonable attorney's fees incurred by Tenant in connection with such subletting or assignment. Any sublease of all or any portion of the Leased Premises shall be subordinate to the terms of this Lease, and with agreement Tenant shall furnish to adhere to Landlord a fully executed original counterpart of such sublease within ten (10) days after execution thereof. Tenant shall not directly or indirectly collect or accept any payment of rent (other reasonable standards imposed by Landlord for the protection and preservation than additional rent) under any sublease more than one month in advance of the Building and Premisesdate when the same shall become due.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance comply with all Applicable Laws)applicable environmental laws concerning application, storage and routine maintenance handling of chemicals (including, without limitation, herbicides and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises insecticides) and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Lawsfertilizers. Tenant shall permit no wasteapply any chemicals used for weed or insect control at levels not to exceed the manufacturer's recommendation for the soil types involved. Farm chemicals may be stored on the premises for more than one year. Farm chemicals for use on other properties may be stored on this property. Chemicals stored on the premises shall be stored in clearly marked, except normal wear and teartightly closed containers. No chemicals or chemical containers will be disposed of on the premises. Application of chemicals for agricultural purposes per manufacturer's recommendation shall not be construed to constitute disposal. Tenant shall also employ all means appropriate to insure that well or ground water contamination does not occur, and shall be responsible to follow all applicator's licensing requirements. Tenant shall install and maintain safety check valves for injection of any chemicals and/or fertilizers into an irrigation system (injection valve only, not main well check valve). Tenant shall properly post all fields (when posting is required) whenever chemicals are applied by ground or air. Tenant shall haul and spread all manure on appropriate fields at times and in quantities consistent with environmental protection requirements. Tenant shall not dispose of waste oil, tires, batteries, paint, other chemicals or containers anywhere on the premises. Solid waste may not be disposed of on the premises. Tenant shall not use waste oil as a means to suppress dust on any roads on or near the premises. No underground storage tanks, except human waste septic systems that meet current codes, rules, and regulations, shall be maintained on the premises. Tenant shall immediately notify Landlord of any chemical discharge, leak, or spill which occurs on premises. Tenant shall assume liability and shall indemnify and hold Landlord harmless for any claim or violation of standards which results from Tenant's use of the premises. Tenant shall assume defense of all claims, except claims resulting from Landlord's negligence, in which case each party shall be responsible for arranging janitorial services for the Premises and the cost thereofthat party's defense of any claim. After termination, Tenant shall promptly notify Landlord, in writing, remain liable for violations which occurred during the term of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and PremisesLease.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s 's sole expense, obtain and keep in force during the Term of this Lease (a) a policy of comprehensive general liability insurance, including personal injury liability, contractual liability, automobile liability, and completed operations liability (if applicable), insuring Tenant against any liability arising out of the use, occupancy or maintenance of the Premises and naming Landlord as an additional insured as its interests may appear. Such insurance shall have a combined single limit of not less than Two Million and no/100ths Dollars ($2,000,000.00) for bodily injury and property damage per occurrence, (b) "all risk" property insurance for the Premises, on a full replacement cost basis of the Premises, and (c) statutory worker's compensation and employer's liability coverage, with limits of not less than $250,000, or qualified self-insurance. The limit of any of such insurance shall not limit the liability of Tenant hereunder, subject to paragraph 53 of this Lease. If Tenant fails to procure and maintain such insurance Landlord may, but shall not be required to, procure and maintain the Premises, including but not limited same (after a fifteen (15) day cure period is provided to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), at Tenant's expense to be reimbursed by Tenant as additional rent within thirty (30) days of written demand. All insurance required to be obtained by Tenant hereunder shall be issued by companies duly qualified to do business in good and sanitary condition and repair and in compliance with all Applicable LawsTexas. Tenant shall permit no wastedeliver to Landlord certificates of insurance showing Landlord as additional insured under general liability coverages and as loss payee under "all risk* insurance, as its interest may appear under the policies. No policy shall be cancelable, allowed to lapse and/or expire and/or be subject to reduction of coverage except normal wear upon thirty (30) days' prior written notice to Landlord. All such policies shall be written as primary policies (subject to subsection B hereunder) not contributing with and tearnot in excess of coverage which Landlord may carry. The policy limits set forth herein shall be subject to periodic review, and Landlord reserves the right to require that Tenant increase the liability coverage limits if, in the reasonable opinion of Landlord, the coverage becomes inadequate and is less than commonly maintained by tenants making similar uses in the area of similar buildings. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, obtain any revised or increased coverage required by Landlord within thirty (30) days of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and Premisesnotification from Landlord.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance comply with all Applicable Laws)applicable environmental laws concerning application, storage and routine maintenance handling of chemicals (including, without limitation, herbicides and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises insecticides) and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Lawsfertilizers. Tenant shall permit no wasteapply any chemicals used for weed or insect control at levels not to exceed the manufacturer's recommendation for the soil types involved. Farm chemicals may not be stored on the premises for more than one year. Farm chemicals for use on other properties may not be stored on this property. Chemicals stored on the premises shall be stored in clearly marked, except normal wear and teartightly closed containers. No chemicals or chemical containers will be disposed of on the premises. Application of chemicals for agricultural purposes per manufacturer's recommendation shall not be construed to constitute disposal. Tenant shall also employ all means appropriate to insure that well or ground water contamination does not occur and shall be responsible for arranging janitorial services for the Premises and the cost thereofto follow all applicator's licensing requirements. Tenant shall promptly notify Landlord, in writing, install and maintain safety check valves for injection of any known defective condition which Landlord chemicals and/or fertilizers into an irrigation system (injection valve only, not main well check valve). Tenant shall properly post all fields (when posting is required whenever chemicals are applied by ground or air. Tenant shall haul and spread all manure on appropriate fields at times and in quantities consistent with environmental protection requirements. Tenant shall not dispose of waste oil, tires, batteries, paint, other chemicals or containers anywhere on the premises. Solid waste be disposed of on the premises. Dead livestock may not be buried on the premises. Tenant shall not use waste oil as a means to repairsuppress dust on any roads on or near the premises. No underground storage tanks, except human waste septic systems that meet current codes, rules, and failure to so report such known defects in a commercially reasonable time regulations, shall be maintained on the premises. No human waste septic systems are presently identified Tenant shall immediately notify Landlord of any chemical discharge, leak, or spill which occurs on premises. Tenant shall assume liability and manner shall make Tenant responsible to indemnify and hold Landlord harmless for any increased liability incurred by Landlord by reason claim or violation of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of standards which results from Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval 's use of the Landlord which approval premises. Tenant shall not be unreasonably withheldassume defense of all claims, conditioned or delayed, such approval shall require, at a minimum, Lexcept claims resulting from ▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured▇'s negligence, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work which case each party shall be done with good workmanship and in accordance with current building codes and ordinancesresponsible for that party's defense of any claim. After termination, and with agreement to adhere to any other reasonable standards imposed by Landlord Tenant shall remain liable for violations which occurred during the protection and preservation term of the Building and Premisesthis Lease.

Tenant. Except as otherwise expressly required of Landlordprovided in Article Seven (Damage or Destruction), Article Eight (Condemnation), the Construction Rider, and Paragraph 6.3, Tenant shallshall keep all portions of the Property (including interior, at Tenant’s expense, keep roof and maintain roof membrane (other than the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premisesroof structural components), windows, glass walls, ceiling, structural and plate glasssupports, doorselectrical, interior walls plumbing, heating, ventilating and finish work, floor surfaces air conditioning systems and floor coverings, sprinkler and fire protection systems (which shall be equipment) in good working order as of the Commencement Date and in compliance with all Applicable Laws)order, and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and maintain same (including interior and exterior repainting and refinishing, as needed and any changes or repairs required by changes to governmental laws, rules or regulations effective after the Commencement Date). As to the roof, Landlord shall only be responsible for repairing the structural components, and Tenant shall be responsible to repair all other portions of the roof. If any portion of the Property or any system or equipment in compliance with all Applicable Lawsthe Property which Tenant is obligated to repair cannot be fully repaired or restored, Tenant shall promptly replace such portion of the Property or system or equipment in the Property, regardless of whether the benefit of such replacement extends beyond the Lease Term. Tenant shall permit no wastemaintain a preventive maintenance contract providing for the regular inspection and maintenance of the heating and air conditioning system by a licensed heating and air conditioning contractor. If any part of the Property or the Project is damaged by any act or omission of Tenant, except normal wear and tear. Tenant shall also pay Landlord the cost of repairing or replacing such damaged property, whether or not Landlord would otherwise be responsible for arranging janitorial services obligated to pay the cost of maintaining or repairing such property. Landlord shall have the right, in Landlord's discretion, to require Tenant to utilize maintenance and landscape companies approved by Landlord to keep in good order, condition and repair the Property, including, but not limited to, the painting of the exterior and interior of any improvements on the Property, the repair and maintenance of the parking areas, and the maintenance of the roof, and landscaping of the Property all at periodic intervals. Specifically, under the immediate preceding sentence Landlord may require Tenant to utilize Landlord's chosen landscapers (provided the cost of same is competitive for the Premises area for the same quality) in order to keep the landscaping in first-class condition and the cost thereof. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report may have such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, Llandscapers ▇▇▇▇ Tenant directly or Landlord may ▇▇▇▇’s receipt of ▇ Tenant for such landscapers. Any such costs and expenses done or paid for by Landlord shall be subject to Tenant's right to perform its obligations hereunder in a Certificate of General Liability Insurance adding the Agent reasonable and timely manner and shall be undertaken by the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, only after notice to the extent such licensing Tenant under Paragraph 6.4(b), and permitting is required by such municipality, acknowledgment and agreement if so undertaken by the contractor that all work Landlord shall be done with good workmanship paid and in accordance with current building codes and ordinancesreimbursed by Tenant to Landlord directly or upon billing by the Landlord, and with agreement to adhere to any other reasonable standards imposed by Landlord for shall be treated as monetary amounts due under the protection and preservation terms of the Building Lease. It is the intention of Landlord and PremisesTenant that at all times Tenant shall maintain the portions of the Property which Tenant is obligated to maintain in an attractive, first-class, and fully operative condition.

Tenant. Except as otherwise expressly required of Landlordspecifically stated herein, Tenant shallshall maintain in a good and workmanlike manner, at Tenant’s expenseand make all necessary repairs and replacements, keep and maintain nonstructural, foreseen or unforeseen, ordinary or extraordinary, to the interior of the Premises, including but not limited to all entry the heating, air conditioning, sprinkler, electrical, plumbing and sewer systems (including free flow up to the main sewer line), exterior doors, damage to entry doors occasioned door frames, door hardware, and door openers, windows and window frames, and plate glass. If necessary, or if required by theft governmental authority, Tenant shall make modifications or vandalismreplacements thereto, furnishingsand shall, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point expiration or termination of entry into this Lease, return the property to Landlord in good, clean condition, and in as good order and state of repair as the same are now, ordinary wear and tear excepted, and loss by fire or other casualty (if such loss by fire or other casualty is reimbursed by Landlord’s insurance company). Tenant, at its sole cost and expense, repair and replace when necessary all HVAC equipment which services only the Premises, windowsand shall keep the Premises in first class order, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall make all replacements necessary to keep the Premises in such condition. All replacements shall be in good working order as of a quality equal to or exceeding that of the Commencement Date original. Should Tenant fail to make these repairs and in compliance with all Applicable Laws)replacements or otherwise so maintain the Premises for a period of three (3) days after written demand by Landlord, Landlord may enter the Premises and make such repairs or replacements without liability to Tenant for any loss or damage that may occur to Tenant’s stock or business, and routine Tenant shall pay to Landlord the costs incurred by Landlord in making such repairs or replacements together with interest thereon at the maximum rate permitted by law from the date of commencement of the work until repaid. Tenant, at its expense, shall repair promptly any damage to the Building or the Entire Premises caused by Tenant or its agents or employees or caused by the installation or removal of Tenant’s personal property. Tenant shall contract with a service company licensed and experienced in servicing HVAC equipment and approved by Landlord for the quarterly maintenance and repairs of the HVAC System equipment serving the Premises and shall provide Landlord with a copy of the service contract within ten (together 10) days following its execution. If Tenant fails to timely deliver a copy of the service contract, Landlord may impose a late charge in the amount of $250.00 per month until the copy is delivered. The sum so billed to Tenant shall become immediately due to Landlord as additional rent. Landlord, at its option, may contract with replacement a service company of its own choosing, or provide such service itself, for the maintenance of the HVAC System exclusively 23134410.6 servicing equipment, and bill Tenant for the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Lawscost of same. Tenant shall permit no wastemaintain any sanitary and sewer lines in the Premises which exclusively serve the Premises, except normal wear if any, and tearshall not misuse plumbing facilities or dispose of any foreign substances therein. Tenant shall also take reasonable steps to not permit any food, waste, chemical, chemical waste, chemical by-product, or other such material or other foreign substances to be disposed of, thrown or drawn into the pipes. Tenant will be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlordall expenses, in writing, of any known defective condition which Landlord is required to repairlosses, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred damages incUITed by Landlord by reason of such failure Tenant’s use, misuse, or negligent or careless operations which result in the obstruction of drains, waste, and sewer pipes and mains in or servicing the Premises or any part thereof. Tenant shall be responsible to report the known defective conditionverify if any special sewer discharge needs are required due to tenants operating requirements with local governing agencies. Any contractor selected by Tenant in connection with the performance upgrades to Landlord’s system as a result of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheldneeds, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship at Tenant’s sole cost and in accordance with current building codes expense and ordinances, and with agreement subject to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and PremisesLandlord’s approval.

Tenant. Except to the extent caused by the negligence of Landlord or any Landlord Indemnitee (as otherwise expressly required defined below), neither Landlord nor Landlord’s members, affiliates, employees, agents, or contractors (each, a “Landlord Indemnitee”) shall be liable for and Tenant shall indemnify and save harmless Landlord and each Landlord Indemnitee from and against any and all liabilities, damages, claims, suits, costs (including costs of Landlordsuit, reasonable attorneys’ fees and costs of investigation) and actions of any kind, foreseen or unforeseen, arising or alleged to arise by reason of injury to or death of any person or damage to or loss of property, occurring on, in, or about the Premises, or by reason of any other claim whatsoever of any person or party, occasioned, directly or indirectly, wholly or partly: (a) by any act or omission on the part of Tenant shallor any Tenant Representative; or (b) by any breach, violation or non-performance of any covenant of Tenant under this Lease. If any action or proceeding shall be brought by or against Landlord or any Landlord Indemnitee in connection with any such liability, claim, suit, cost, injury, death or damage, Tenant, on notice from Landlord or any Landlord Indemnitee, shall defend such action or proceeding, at Tenant’s expense, keep and maintain by or through attorneys reasonably satisfactory to Landlord or the Landlord Indemnitee. The provisions of this Section shall apply to all activities of Tenant or any Tenant Representative with respect to the Premises, including but not limited whether occurring before or after execution of this Lease. Subject to all entry doorsSection 7(c) of this Lease, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, limited to the extent such licensing and permitting is coverage of insurance maintained or required to be maintained by such municipality, acknowledgment and agreement by Tenant under this Lease. In no event shall Landlord or any Landlord Indemnitee be liable in any manner to Tenant or any Tenant Representative as the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation result of the Building acts or omissions of Tenant or a Tenant Representative and Premisesall liability therefore shall rest with Tenant. Tenant’s indemnification obligations pursuant to this Section shall survive the expiration or earlier termination of this Lease.

Tenant. Except as otherwise expressly required of Landlord, Tenant shall, at Tenant’s expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance comply with all Applicable Laws)applicable environmental laws concerning application, storage and routine maintenance handling of chemicals (including, without limitation, herbicides and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises insecticides) and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Lawsfertilizers. Tenant shall permit no wasteapply any chemicals used for weed or insect control at levels not to exceed the manufacturer's recommendation for the soil types involved. Farm chemicals may not be stored on the premises for more than one year. Farm chemicals for use on other properties may not be stored on this property. Chemicals stored on the premises shall be stored in clearly marked, except normal wear and teartightly closed containers. No chemicals or chemical containers will be disposed of on the premises. Application of chemicals for agricultural purposes per manufacturer's recommendation shall not be construed to constitute disposal. Tenant shall also employ all means appropriate to insure that well or ground water contamination does not occur and shall be responsible to follow all applicator's licensing requirements. Tenant shall install and maintain safety check valves for injection of any chemicals and/or fertilizers into an irrigation system (injection valve only, not main well check valve). Tenant shall properly post all fields (when posting is required whenever chemicals are applied by ground or air. Tenant shall haul and spread all manure on appropriate fields at times and in quantities consistent with environmental protection requirements. Tenant shall not dispose of waste oil, tires, batteries, paint, other chemicals or containers anywhere on the premises. Solid waste be disposed of on the premises. Dead livestock may not be buried on the premises. Tenant shall not use waste oil as a means to suppress dust on any roads on or near the premises. No underground storage tanks, except human waste septic systems that meet current codes, rules, and regulations, shall be maintained on the premises. No human waste septic systems are presently identified Tenant shall immediately notify Landlord of any chemical discharge, leak, or spill which occurs on premises. Tenant shall assume liability and shall indemnify and hold Landlord harmless for any claim or violation of standards which results from Tenant's use of the premises. Tenant shall assume defense of all claims, except claims resulting from Landlord's negligence, in which case each party shall be responsible for arranging janitorial services for the Premises and the cost thereofthat party's defense of any claim. After termination, Tenant shall promptly notify Landlord, in writing, remain liable for violations which occurred during the term of any known defective condition which Landlord is required to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and PremisesLease.

Tenant. Except as otherwise expressly required of Landlord(a) Tenant shall not pledge, Tenant shallmortgage, at Tenant’s expense, keep and maintain the Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft transfer or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which shall be in good working order as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant)assign its interest, in good and sanitary condition and repair and whole or in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlordpart, in writing, of any known defective condition which Landlord is required and to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require leasehold estate created hereby without the prior written approval consent of Landlord. (b) Without the prior consent of or notice to Landlord, Tenant may, subject to the provisions of Article 8 (including, without limitation, Section 8.01(e) thereof), sublease, grant, license or permit the use by any third party of any portion of the Welcome Center or the Pier Open Space for Ancillary Uses (an “Occupancy Agreement”), provided that (x) such Occupancy Agreement shall include an indemnification provision for the benefit of Landlord substantially in the form attached hereto as Exhibit L, subject to reasonable and customary changes thereto which approval do not materially and adversely reduce Landlord’s rights thereunder (it being understood that any Occupancy Agreement that does not satisfy these conditions shall not be unreasonably withheldpermitted) and (y) subject to the provisions of Section 13.02(d) hereof, conditioned a copy of such Occupancy Agreement (sections of which may be designated by Tenant as “proprietary and confidential”) is provided to Landlord within thirty (30) days after the execution of such Occupancy Agreement, but in no event later than commencement date of such Occupancy Agreement. (c) Notwithstanding anything to the contrary in Sections 13.02(a) or delayed(b) above: (i) In no event shall the daily admission of Museum patrons or invitees or the general public require the prior consent of or notice to Landlord; and (ii) Without the prior consent of or notice to Landlord, such approval shall requireTenant may, at a minimumsubject to the provisions of Article 8 (as applicable), Lsublease, grant, license or permit the use by any third party of any portion of the Vessels for Permitted Uses. (d) Landlord acknowledges that Tenant may be hereafter providing Occupancy Agreements to Landlord that contain confidential information, including trade secrets and proprietary or confidential information, the disclosure of which may be harmful to Tenant’s competitive position. Accordingly, ▇▇▇▇▇▇▇’s receipt ▇ agrees that it shall maintain the confidentiality of a Certificate such information that are clearly marked and identified as “proprietary and confidential”; provided that if disclosure requests are received by Landlord pursuant to the Freedom of General Liability Insurance adding the Agent Information Law or any judicial or legislative subpoena, requesting any such proprietary or confidential information provided to Landlord by Tenant, Landlord shall give Tenant prior notice and the opportunity to object to such Freedom of Information Law request or subpoena (it being understood and agreed that Landlord as additionally insuredshall have the right to make disclosures believed in good faith to be required under the Freedom of Information Law or other applicable law notwithstanding any objection of Tenant). Tenant understands and acknowledges that Landlord is a public authority of the State of New York and is subject to review and oversight by legislative and other regulatory bodies, proof and that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting Landlord is required by law and may be compelled or requested by such municipalityoversight bodies to make public disclosure of information regarding this Lease and any Occupancy Agreement, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and fully entitled to do so without objection from Tenant, except in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and Premiseslimited circumstances described in this Section 13.02(d).

Tenant. Except Landlord shall prepare, and Landlord and Tenant shall execute, an amendment to this Lease setting forth the Net Rentable Area of the Podium Roof Deck Premises and the aggregate Net Rentable Area of the Leased Premises as otherwise expressly required so determined (subject to Section 3.07(c) hereof), together with a revised Exhibit A, which revised Exhibit A shall thereupon be deemed to amend and replace the version of LandlordExhibit A initially attached to this Lease, Tenant shallalthough no failure to execute such an amendment shall affect the adjustment of the Net Rentable Area to the amount as so determined. Such amendment shall also: (i) set forth the Phase Two Rent Commencement Date, at Tenant’s expensePhase Three Rent Commencement Date and Phase Four Rent Commencement Date, keep (ii) contain a revised Exhibit D on which the “Dates” column denoting the first day of the Lease Months constituting the individual Base Rent periods are revised based upon the actual Term Commencement Date, which revised Exhibit D shall thereupon be deemed to amend and maintain replace the version of Exhibit D revised pursuant to Section 3.01(b) hereof; and (iii) delete Addendum I from this Lease if the provisions of such Addendum I are no longer applicable. For the purposes of this Lease, the term “Net Rentable Area” shall mean: (x) until the determination of the Podium Roof Deck Improvements has been determined, the amount shown as Net Rentable Area on the Basic Information Sheet; and, (y) after such determination has been completed, the aggregate of Net Rentable Areas of the Second Floor Premises, including but not limited to all entry doors, damage to entry doors occasioned by theft or vandalism, furnishings, lighting, trade fixtures, above-ground plumbing and conduits beginning at the point of entry into the Third Floor Premises, windowsthe Fourth Floor Premises, glass the Fifth Floor Premises, the Sixth Floor Premises, the Seventh Floor Premises and plate glassthe Podium Roof Deck Premises (subject to Section 3.07 hereof). The foregoing notwithstanding, doorsif Tenant thereafter installs additional improvements or landscaping on the Podium Roof Deck with the consent of Landlord which expands the area subject to improvements or landscaping on the Podium Roof Deck, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which the Net Rentable Area of the Podium Roof Deck shall be in good working order redetermined as of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, of any known defective condition which Landlord is required to repair, and failure to so report date such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s obligations under this Section in or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and installation occurs in accordance with current building codes this Section 2.04 and ordinances, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation of the Building and PremisesSection 3.07.

Tenant. Except as otherwise expressly required Tenant, at its expense, shall maintain and keep the interior ------ of Landlordthe Building in good order and repair at all times during the Term following the Substantial Completion Date and perform the Tenant services set out in Section 9.7. In the event of a default by Tenant of its obligations under the foregoing sentence, Tenant Landlord shall, at Tenant’s expenseLandlord's option, keep and maintain perform any maintenance or make any repairs to the Building as Landlord shall deem necessary or desirable. Landlord shall also (a) perform any maintenance or make any repairs to the portions of the Premises other than the Building as Landlord shall desire for the safety, operation or preservation of the Premises, including but not limited and (b) perform any maintenance or make any repairs to all entry doorsthe Premises as Landlord (x) shall deem necessary for the safety, damage operation or preservation of the Premises or (y) may be required or requested to entry doors occasioned do by theft the County of Sarasota or vandalismby the order or decree of any court or by any other proper authority. Tenant shall reimburse Landlord for any such maintenance or repairs of the Premises pursuant to this Section 11.1. All repairs, furnishings, lighting, trade fixtures, above-ground plumbing restorations and conduits beginning replacements performed by Tenant or at the point of entry into the Premises, windows, glass and plate glass, doors, interior walls and finish work, floor surfaces and floor coverings, sprinkler and fire protection systems (which Tenant's direction shall be in good working order as conformity with the provisions of this Lease and shall be of a quality and class at least equal to the Commencement Date and in compliance with all Applicable Laws)original work or installations or, and routine maintenance and repairs of if higher, the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services then standards for the Premises established by Landlord and, in either case, shall be done in a good and the cost thereofworkmanlike manner. Tenant shall promptly notify If Tenant, after written notice from Landlord, in writing, of any known defective condition which Landlord is required fails to repair, and failure to so report such known defects in a commercially reasonable time and manner shall make Tenant responsible to Landlord for any increased liability incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant in connection with the performance of Tenant’s meet its obligations under this Section subsection, Landlord may complete such obligations in or about the Premises or the Building a manner consistent with a first-class office building in metropolitan Sarasota and Tenant shall require prior written approval of the Landlord which approval shall not be unreasonably withheld, conditioned or delayed, such approval shall require, at a minimum, L▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent and the Landlord as additionally insured, proof that the contractor is duly licensed and permitted in the municipality where the Premises is located, to the extent such licensing and permitting is required by such municipality, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement to adhere to any other reasonable standards imposed by reimburse Landlord for the protection and preservation cost of completing same upon receipt of an invoice from Landlord for the Building and Premiseswork or repairs, plus interest from the date of payment by Landlord until payment by Tenant, at the Default Rate.