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 Tenant, at Tenant's sole cost and expense, shall keep and maintain the Premises (interior and exterior, excluding roofing and painting), including, without limitation, loading docks, roll up doors and ramps, floors, subfloors and floor coverings, walls and wall coverings, doors, windows, glass, plate glass, locks, ceilings, skylights, lighting systems, interior plumbing, electrical and mechanical systems and wiring, appliances and devices using or containing refrigerants, fixtures and equipment in good repair and in a clean and safe condition, and repair and/or replace any and all of Landlordthe foregoing in a clean and safe condition, in good order, condition and repair. Without limiting the foregoing, Tenant shall, at Tenant’s 's sole expense, keep immediately replace all broken glass in the Premises with glass equal to or in excess of the specification and quality of the original glass; and repair any area damaged by Tenant, Tenant's agents, employees, invitees and visitors, including any damage caused by any roof penetration, whether or not such roof penetration was approved by Landlord. All repairs and replacements by Tenant shall be made and performed: (a) at Tenant's cost and expense and at such time and in such manner as Landlord may designate, (b) by contractors or mechanics 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 Building or any of the mechanical, electrical, plumbing or other systems in the Building or the Project, and (e) in accordance with the Rules and Regulations and all Applicable Laws (as defined in Section 11). In the event Tenant fails, in the reasonable judgment of Landlord, to maintain the PremisesPremises in accordance with the obligations under the Lease, 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 which failure continues at the point end of entry into fifteen (15) days following Tenant's receipt of written notice from Landlord stating 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 nature of the Commencement Date and failure, or in compliance with all Applicable Laws)the case of an emergency immediately without prior notice, and routine maintenance and repairs of Landlord shall have the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing right to enter the Premises and installed by 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 costs of maintenance, repairs or refurbishing), in good and sanitary condition and repair and in compliance with all Applicable Laws. Tenant shall permit no wastemaintain written records of maintenance and repairs, except normal wear as required by any Applicable Law, and tearshall use certified technicians to perform such maintenance and repairs, as so required. Tenant shall also be responsible for arranging janitorial services deliver full and complete copies of all service or maintenance contracts entered into by Tenant 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 within one hundred twenty (120) days after 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 PremisesCommencement Date.

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 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. Except To the maximum extent this agreement may be made effective according to law, and except as otherwise expressly required of provided in this Lease, Tenant agrees to indemnify and save harmless Landlord, Landlord Responsible Parties (as hereinafter defined) and any Mortgagee providing financing with respect to any portion of the Premises from and against all costs, expenses, liabilities, claims, loss, or damage of whatever nature to the extent: (i) arising from the use, occupancy, operation, maintenance or management of the Premises by Tenant shall, at or Tenant’s expensecontractors, keep and maintain subtenants, licensees, invitees, agents, servants or employees or others for whom Tenant is legally responsible, but in no event any Landlord Responsible Parties (collectively, with Tenant, “Tenant Responsible Parties”) during the PremisesTerm; (ii) arising from any accident, including but not limited to all entry doors, physical injury or physical 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 occurring on any portion of the Commencement Date and in compliance with all Applicable Laws), and routine maintenance and repairs Premises during the Term applicable to that portion of the HVAC System (together with replacement of the HVAC System exclusively 23134410.6 servicing the Premises and installed any further period during which Tenant retains occupancy of that portion of the Premises; (iii) arising from Tenant’s or Tenant Responsible Parties’ use of Hazardous Materials during the Term or violation of or failure to comply with the provisions of Section 4.3 above with regard to Hazardous Materials during the Term; (iv) arising from any litigation or proceeding not commenced by Landlord relating to or arising out of Tenant’s use, occupancy, operation, maintenance or management of the Premises to which Landlord or its employees or agents are made a party without fault on its part, whether commenced by or against Tenant; or (v) arising out of a risk which is required to be insured by Tenant or its contractors pursuant to Subsection 3.6.1 hereof, and is not so insured, but only to the extent of the insurance limits specified in Subsection 3.6.1 hereof; provided, however, that (x) the foregoing indemnity shall not include any cost or damage to the extent arising from any negligent act or omission or willful misconduct of Landlord or Landlord’s contractors, licensees, invitees, agents, servants or employees or others for whom the Landlord is legally responsible (collectively, with Landlord, “Landlord Responsible Parties”) and (y) in no event shall Tenant be liable under this indemnity for indirect or consequential damages (except that nothing in this Subsection 4.5.1 shall have any impact on the Landlord’s rights specified in Article VII below in the event of a holdover by Tenant). This indemnity and hold harmless agreement shall include indemnity against reasonable attorneys’ fees and all other costs, in good expenses 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 liabilities incurred by Landlord by reason of such failure to report the known defective condition. Any contractor selected by Tenant or in connection with the performance of Tenant’s obligations under this Section in any such claim or about the Premises or the Building shall require prior written approval of the Landlord which approval shall not be unreasonably withheldproceeding brought thereon, 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 Premisesdefense thereof.

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 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 To the maximum extent this agreement may be made effective according to law, and except as otherwise expressly required of provided in this Lease, Tenant agrees to indemnify and save harmless Landlord, Landlord Responsible Parties (as hereinafter defined) and any mortgagee providing financing with respect to the Property of which Tenant shallhas received notice from and against all costs, at expenses, liabilities, claims, loss, and damage of whatever nature to the extent: (i) arising from the use, occupancy or operation of the Premises and/or the Common Areas by Tenant or Tenant’s expensecontractors, keep subtenants, licensees, invitees, agents, servants or employees or others for whom Tenant is legally responsible (collectively, with Tenant, “Tenant Responsible Parties”) during the Term 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 any further period during which Tenant retains occupancy 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 use or occupancy of the Landlord Property by Tenant or Tenant Responsible Parties during the Term and any further period during which approval Tenant or any Tenant Responsible Party retains occupancy of the Premises; (ii) arising from any accident, physical injury or physical damage occurring on any portion of the Premises during the Term or an Extended Term; or (iii) arising from Tenant’s or Tenant Responsible Parties’ violation of or failure to comply with the provisions of Section 4.3 above with regard to Hazardous Materials; provided, however, that (x) the foregoing indemnity shall not be unreasonably withheld, conditioned include any cost 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, damage to the extent arising from any negligent act or omission or willful misconduct of Landlord or Landlord’s contractors, licensees, invitees, agents, servants or employees or others for whom the Landlord is legally responsible (collectively, with Landlord, “Landlord Responsible Parties”) and (y) in no event shall Tenant be liable under this indemnity for consequential damages, but the limitation in this clause (y) shall not apply to the indemnity set forth in Section 4.3 entitled “Hazardous Materials”. This indemnity and hold harmless agreement shall include indemnity against reasonable attorneys’ fees and all other costs, expenses and liabilities incurred or in connection with any such licensing and permitting is required by such municipalityclaim or proceeding brought thereon, acknowledgment and agreement by the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinancesdefense thereof, and with agreement to adhere to any other reasonable standards imposed by Landlord for the protection and preservation enforcement of the Building and Premisesrights under this indemnity.

Tenant. Except as otherwise expressly required Tenant shall indemnify and hold harmless Landlord and all agents, servants and employees of LandlordLandlord from and against all claims, Tenant shalllosses, at Tenant’s expensedamages, keep and maintain the Premisesliabilities, expenses (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 Lawsreasonable attorneys' fees), penalties 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 charges arising from or in connection with (i) Tenant's use of the performance Premises during the Lease Term, or (ii) the conduct of Tenant’s obligations under this Section 's business, or (iii) any activity, work or things done, permitted or suffered by Tenant in or about the Premises or Building during the Building Lease Term. Tenant shall require prior written approval further indemnify and hold harmless Landlord from and against any and all claims, loss, damage, liability, expense (including reasonable attorneys' fees), penalty or charge arising from any default in the performance of any obligation on Tenant's part to be performed under the terms of this Lease, or arising from any negligence of Tenant, or any of Tenant's agents, contractors, or employees, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon. If any action or proceeding be brought against Landlord which approval by reason of any such claim, Tenant, upon notice from Landlord, shall defend the same at Tenant's expense by legal counsel reasonably satisfactory to Landlord. Tenant, as a material part of its consideration to Landlord, hereby assumes all risk of damage to property or injury to persons in or upon the Premises arising from any cause and Tenant hereby waives all claims in respect thereof against Landlord. Notwithstanding the foregoing, Tenant shall not be unreasonably withheldrequired to defend, conditioned save harmless or delayedindemnify Landlord from any liability for injury, such approval shall requireloss, at a minimum, Laccident or damage to any person or property resulting from ▇▇▇▇▇▇▇’s receipt ▇'s negligence or willful acts or omissions, or those of a Certificate Landlord's officers, agents, contractors or employees. Tenant's indemnity is not intended to nor shall it relieve any insurance carrier of General Liability Insurance adding its obligations under policies required to be carried by Tenant pursuant to 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, provisions of this Lease to the extent that such licensing and permitting is required by such municipalitypolicies cover the results of negligent acts or omissions of Landlord, acknowledgment and agreement by its officers, agents, contractors or employees, or the contractor that all work shall be done with good workmanship and in accordance with current building codes and ordinances, and with agreement failure of Landlord to adhere to perform any other reasonable standards imposed by Landlord for the protection and preservation of the Building and Premisesits obligations under this Lease.

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 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 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 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 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 (i) shall carry on the business of producing the Renaissance Faire diligently and continually in the Premises throughout the Term and shall cause such business to be conducted in the Premises during such hours as otherwise expressly required the Renaissance Faire has typically operated in the State of LandlordCalifornia for the past three (3) years. Tenant shall operate the Renaissance Faire in the specified areas of the Premises set forth on the site plan attached hereto as EXHIBIT A. Tenant shall not operate the Renaissance Faire in any area outside of the specified areas as shown on the site plan, nor allow any of the Renaissance Faire activities or employees, customers, invitees, vendors or agents to enter onto or conduct any activity whatsoever in any area outside of such specified areas. (ii) may, from November 29, 2000 through the termination of this Lease, maintain temporary structures and use portions of the premises for storage purposes as set forth in the Conditions of Approval. (iii) agrees that at all times during the Term of this Agreement (including nights, weekends and holidays), an officer or employee of Tenant shall, at Tenant’s expense, keep and maintain shall be located on 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 shall make periodic inspections 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)shall immediately report to Landlord or the police, in good and sanitary condition and repair and in compliance with all Applicable Lawsif appropriate, if such person notices any theft, vandalism, loitering, broken utility lines or other damage occurring or located on the Premises. Tenant shall permit no waste, except normal wear and tear. Tenant The officer or employee remaining on the Premises shall also be responsible for arranging janitorial services for landscape up-keep, including, but not limited to, weed abatement to prevent fire hazards, litter pick-up, and maintenance of shrubs in a neat, orderly and safe condition. Tenant and its officer or employee remaining on the Premises and shall fully cooperate with City's Code Compliance Technicians in maintaining 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 Premises in a commercially reasonable time and manner shall make Tenant responsible so as not to create a nuisance or violate the Vacaville Municipal Code. Any reports to Landlord for any increased liability incurred shall be made 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, Lcontacting ▇▇▇ ▇▇▇▇▇▇▇’s receipt of a Certificate of General Liability Insurance adding the Agent ▇▇, at (707) 449-5660, and the by faxing written notice to Landlord as additionally insured, proof that the contractor is duly licensed and permitted at its facsimile number set forth in the municipality where Lease. Tenant shall not use any portion of the Premises is locatedfor the purpose of operating a Renaissance Faire, haunted house or for any other activity, except for the general maintenance and up-keep provisions, above, during the Off-Season. At the discretion of Landlord, a home, currently existing on the Premises, may be used solely by officers or employees of Tenant for residential purposes in furtherance of Tenant's monitoring obligations under this Agreement. (iv) shall not make any alterations, additions or improvements to the extent such licensing Premises, Storage Area or the Homes. On or prior to November 30, 2000, at Tenant's sole cost and permitting is required expense, Tenant shall (i) remove from the Premises any signage or other advertising or promotional material for the Renaissance Faire or any other activity conducted at the Premises 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 ordinancesTenant under any previous Lease, and patch and repair any damage caused by or resulting from Tenant's removal of such signage and material, (ii) remove all Tenant Property from the Vacated Premises, repair any damage resulting from such removal and otherwise leave the Vacated Premises in the condition required under the prior Lease, and (iii) surrender possession of the Vacated Premises. If Tenant fails to comply with agreement to adhere to these obligations, and without waiving or limiting any other reasonable standards imposed by remedy available, Landlord for the protection and preservation may enter upon any portion of the Building Premises and Premisesremove the same at Tenant's expense. Tenant shall not install any signage or other advertising or promotional material on any part of the Premises during the Off-Season."

Tenant. Except as otherwise expressly required of LandlordNotwithstanding any Transfer, Tenant shall, at Tenant’s expense, keep shall remain fully responsible and maintain liable for 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 payment of the Commencement Date Rent and in for compliance with all Applicable Lawsof Tenant’s other obligations under this Lease from and after such Transfer (even if future Transfers occur after the Transfer by Tenant, and regardless of whether or not Landlord’s Approval has been obtained for those future Transfers), except that Tenant shall be relieved from any obligations arising under this Lease after the date of a Transfer if and routine maintenance and repairs only if all of the HVAC System following occur: (together with replacement a) Tenant has notified Landlord of the HVAC System exclusively 23134410.6 servicing name and address of the Premises Tenant Transferee and installed the Controlling Person, if any, of such Tenant Transferee by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. the time of the Transfer; (b) Such Transfer is a Permitted Transfer or is otherwise Approved by Landlord; (c) The Tenant Transferee shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services have assumed responsibility for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, performance 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 all of Tenant’s obligations under this Section Lease arising on and after the date of the Transfer pursuant to an instrument of assignment and assumption substantially in the form of the Assignment and Assumption Agreement Approved by Landlord, which Approval shall be limited to the question of whether such instrument, when duly executed, will accomplish its intended purposes under this Lease (the “Assignment and Assumption Agreement”); (d) As of the date of the Transfer the Tenant Transferee or about any Person who is a Controlling Person of Tenant Transferee is not a Prohibited Person; and (e) As of the Premises date of the Transfer (after giving effect to the Transfer), the Tenant Transferee meets the Financial Test as of the end of the fiscal quarter ending immediately preceding such date. The Tenant Transferee’s satisfaction of the Financial Test (after giving effect to the Transfer) shall be evidenced by (and be deemed satisfied by) (i) representations to that effect by the Tenant Transferee in the Assignment and Assumption Agreement and (ii) a letter addressed and delivered to Landlord and Tenant (at Tenant’s or the Building shall require prior written approval Tenant Transferee’s expense) from a firm of independent, certified public accountants of recognized national or regional standing and stating that, based upon an audit of the Landlord which approval shall not be unreasonably withheld, conditioned Tenant Transferee (after giving actual 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, pro forma effect 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 Transfer) made in accordance with current building codes and ordinancesgenerally accepted auditing standings, and with agreement to adhere to any other reasonable standards imposed by Landlord for in such firm’s opinion the protection and preservation Financial Test is/was met as of the Building date of the Transfer, such letter to be subject to such qualifications and Premisesassumptions as are usual and customary at that time for opinions of auditing firms.

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 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 as otherwise expressly required of LandlordNotwithstanding any Transfer, Tenant shall, at Tenant’s expense, keep shall remain fully responsible and maintain liable for 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 payment of the Commencement Date Rent and in for compliance with all Applicable Lawsof Tenant’s other obligations under this Lease from and after such Transfer (even if future Transfers occur after the Transfer by ▇▇▇▇▇▇, and regardless of whether or not Landlord’s Approval has been obtained for those future Transfers), except that Tenant shall be relieved from any obligations arising under this Lease after the date of a Transfer if and routine maintenance and repairs only if all of the HVAC System following occur: (together with replacement a) ▇▇▇▇▇▇ has notified Landlord of the HVAC System exclusively 23134410.6 servicing name and address of the Premises Tenant Transferee and installed the Controlling Person, if any, of such Tenant Transferee by Tenant), in good and sanitary condition and repair and in compliance with all Applicable Laws. the time of the Transfer; (b) Such Transfer is a Permitted Transfer or is otherwise Approved by Landlord; (c) The Tenant Transferee shall permit no waste, except normal wear and tear. Tenant shall also be responsible for arranging janitorial services have assumed responsibility for the Premises and the cost thereof. Tenant shall promptly notify Landlord, in writing, performance 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 all of Tenant’s obligations under this Section Lease arising on and after the date of the Transfer pursuant to an instrument of assignment and assumption substantially in the form of the Assignment and Assumption Agreement Approved by Landlord, which Approval shall be limited to the question of whether such instrument, when duly executed, will accomplish its intended purposes under this Lease (the “Assignment and Assumption Agreement”); (d) As of the date of the Transfer the Tenant Transferee or about any Person who is a Controlling Person of Tenant Transferee is not a Prohibited Person; and (e) As of the Premises date of the Transfer (after giving effect to the Transfer), the Tenant Transferee meets the Financial Test as of the end of the fiscal quarter ending immediately preceding such date. The Tenant Transferee’s satisfaction of the Financial Test (after giving effect to the Transfer) shall be evidenced by (and be deemed satisfied by) (i) representations to that effect by the Tenant Transferee in the Assignment and Assumption Agreement and (ii) a letter addressed and delivered to Landlord and Tenant (at Tenant’s or the Building shall require prior written approval Tenant Transferee’s expense) from a firm of independent, certified public accountants of recognized national or regional standing and stating that, based upon an audit of the Landlord which approval shall not be unreasonably withheld, conditioned Tenant Transferee (after giving actual 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, pro forma effect 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 Transfer) made in accordance with current building codes and ordinancesgenerally accepted auditing standings, and with agreement to adhere to any other reasonable standards imposed by Landlord for in such firm’s opinion the protection and preservation Financial Test is/was met as of the Building date of the Transfer, such letter to be subject to such qualifications and Premisesassumptions as are usual and customary at that time for opinions of auditing firms.

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. 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.