Common use of Tenant’s Maintenance Clause in Contracts

Tenant’s Maintenance. Tenant agrees, at Tenant’s sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including without limitation, the entire interior and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessary.

Tenant’s Maintenance. Tenant agrees, at Tenant’s sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including without limitation, the entire interior and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land Land, including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, appurtenances now or hereafter belonging to, connected with or used in conjunction with the Premises: ; provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord Landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord Landlord, as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessary.

Tenant’s Maintenance. During the Term of this Lease, Tenant agreesshall, at Tenant’s sole cost and expense, to take good care of : (a) maintain the Premises, including the Improvements, Premises and keep Tenant’s Personal Property therein and maintain any Common Areas within the same Datacenter that are used by Tenant in a clean, sightly, safe and all parts thereof, including without limitation, the entire interior good order and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas clean condition (and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in at least as good orderorder and clean condition as when Tenant took possession), condition and repair as on the Effective Date, reasonable ordinary wear and tear exceptedexcepted and (b) regularly remove all trash from the Premises. For the avoidance of doubt, suffering no waste or injury. it is understood and agreed that, Tenant shallshall be responsible, at its sole cost under this Section 9.2, for the maintenance and expenserepair (and when necessary, promptly make replacement) of all necessary repairs portions of the electrical systems and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon infrastructure serving the land Premises “downstream” of the output circuit breakers for the PDUs serving the Datacenter Space (including, without limitation, the entire interior all RPPs, power distribution whips, receptacles, Tenant Datacenter Space Installations and exterior other installations), whether provided as of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid Commencement Date by Landlord to third party vendorsor otherwise. If Tenant or any other Tenant Party, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way limited to any of limitationtheir technicians or representatives, snow physically damages the Campus, the Project, the Building, the Datacenter, the Meet Me Room or any portion of any of the above, or the personal property of any other tenant or occupant, Landlord shall notify Tenant of the issue in writing. If Tenant does not fully and ice clearanceadequately address the issue within five (5) business days, landscaping and removal of waste and refuse matter. Tenant Landlord may, but shall not permit anything to be done upon the Premises (and shall obligated to, perform all necessary or appropriate maintenance and repairs thereto so repair, and any amounts expended by Landlord in connection therewith, plus an administrative charge of ten percent (10%), shall be reimbursed by Tenant to Landlord as notAdditional Rent within thirty (30) days after Landlord’s written invoice therefor. Notwithstanding the foregoing, if Landlord reasonably believes that Tenant’s failure to invalidatecomply with this Section 9.2 may cause imminent loss, in whole damage or in partharm to Landlord or any tenant or occupant of the Campus, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant then Landlord shall not obstruct or permit be obligated to give five (5) business days notice to Tenant and may immediately proceed with maintenance and repair of the obstruction of any parking area, adjoining street or sidewalk, except to issue in accordance with the extent commercially necessaryforegoing sentence.

Tenant’s Maintenance. Tenant agrees, at Tenant’s sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including without limitation, the entire interior and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary will maintain, repair and replace as and when needed to be in good operating condition, ordinary wear and tear and damage from fire or other casualty excepted, (a) the heating and air conditioning and other mechanical systems and components of the Premises which exclusively serve the Premises, including lighting, electrical systems, life safety systems and equipment, security systems and equipment, plumbing fixtures, lines and equipment, truck court areas, loading docks, truck bumpers, levelers and truck doors, (b) any utility lines, equipment or facilities to the extent exclusively serving the Premises, shall keep and maintain (including making ordinary and capital repairs and replacements), structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and (c) all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation portions of the Premises. Notwithstanding anything to the contrary in this Lease, nothing herein shall relieve Tenant shall keep of its responsibilities under Article XV (Casualty) hereof and maintain in compliance with all applicable Requirements. Without limiting the generality of the foregoing, Tenant’s obligation to maintain, repair and replace the Premises will include windows, glass, plate glass, doors, overhead doors, special entrances to the Premises, including dock bumpers, dock plates, levelers, or office entries serving the Improvements and all sidewalksPremises. Notwithstanding anything contained herein to the contrary, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything be required to be done upon perform any repairs, maintenance or replacements to the Premises arising from or related to (and shall perform all maintenance and repairs thereto so as noti) to invalidatedefects in the structural portions, in whole foundation or in partroof system of the Building, (ii) any act or omission of Landlord, its employees, agents, servants, licensees or, contractors, or prevent the procurement failure of any insurance policies which may, at any time, be required Landlord to perform its obligations under the provisions of this Lease. Tenant , the expense of which shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalkbe paid by Landlord, except to the extent commercially necessaryof insurance proceeds, if any, actually collected or available for collection by Tenant with regard to the damage necessitating such repairs. If Tenant fails to perform any of its maintenance, repair or replacement obligations under this Lease, then upon prior written notice to Tenant and after expiration of any applicable notice and cure period, Landlord shall have the right, but not the obligation, to perform such obligations on behalf of Tenant and Tenant, upon demand, shall reimburse Landlord for Landlord’s reasonable cost of performing the same together with an administrative charge equal to ten percent (10%) of Landlord’s cost of performance as aforesaid. Any amounts so expended by Landlord shall be immediately due and payable and the failure of Tenant to pay such amounts shall entitle Landlord to all of the rights and remedies available to it as if Tenant had defaulted in the payment of Rent.

Tenant’s Maintenance. Tenant agreesTenant, at Tenant’s sole cost and its expense, to take good care of the Premises, including the Improvements, and shall keep and maintain the Premises in good order, condition and repair (including making any necessary replacements) and in compliance with all applicable Laws. All maintenance, repairs or replacements shall be performed by Tenant in a good, workmanlike and lien-free manner, consistent with the quality of labor and materials used in the initial build-out of the Premises and in accordance with all applicable Laws. If Tenant fails to make any repairs to the Premises which is required of Tenant and such failure continues for more than fifteen (15) days after written notice from Landlord (although notice shall not be required if there is an emergency) or such longer period of time as may reasonably be required to complete the same so long as Tenant commences such work within said 15-day period and thereafter diligently prosecutes such work to completion, then Landlord may itself make the required repairs, and Tenant shall pay the cost of such repairs to Landlord, together with an administrative charge in an amount equal to fifteen percent (15%) of the cost of such repairs. Tenant’s obligations hereunder shall include, without limitation, all parts thereofrepairs to: (i) doors, (ii) loading docks, (iii) windows, (iv) interior walls, (v) interior portions of exterior walls, (vi) ceilings, (vii) floors, (viii) utility meters, and (ix) electrical, lighting, plumbing and fire protection units, systems, equipment, pipes and conduits located inside of (or exclusively serving) the Premises, or located outside of the Premises and which are installed by or on behalf of Tenant. All glass, both interior and exterior, in or on the Premises shall be at the sole risk of Tenant, and any glass broken shall be promptly replaced by Tenant with glass of the same kind, size and quality. Tenant shall permit no waste, damage or injury to the Premises, and shall initiate and carry out a program of regular maintenance and repair of the Premises, including without limitation, the entire interior painting and exterior refinishing of all areas so as to impede, to the Improvementsextent possible, deterioration by ordinary wear and tear, and to keep the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, same in substantially the same condition as good order, condition and repair as existed on the Effective Commencement Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shallwill not overload the electrical wiring serving the Premises, and will install, at its sole cost and expense, promptly make all necessary repairs and replacementsbut only after obtaining Landlord’s prior written approval (which approval shall not be unreasonably withheld or delayed), structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, any additional electrical wiring which may be required in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction connection with the Premises: provided, however, in the event any repairs or replacements are required, the cost conduct of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessaryTenant’s business.

Tenant’s Maintenance. Tenant agrees, agrees at Tenant’s sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including without limitation, the entire interior and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, thereto in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land Land, including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, appurtenances now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessary.

Tenant’s Maintenance. Tenant agrees, at Tenant’s sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including without limitation, the entire interior and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost own cost, and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable expense to the then remainder of the TermLandlord, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault spacebuildings, building systems, water, sewer and other utility lines on the Real Property serving the Facility, surface parking areas lots, exterior lighting and areas adjacent theretoimprovements of any kind which may be a part thereof in good, safesanitary, secure neat and cleanfirst-rate order, specifically includingcondition and repair, but not by way ordinary wear and tear, casualty, condemnation and acts of God excepted. Tenant's obligations shall include, without limitation, snow replacements of structural components, roof and ice clearancebuilding systems, landscaping and removal other necessary capital expenditures, as required by the previous sentence. Tenant shall maintain the Premises in such a manner as may be necessary to operate the Facility in accordance with applicable state and/or federal laws or regulations. Tenant shall perform all interior and exterior painting, and maintain the grounds of waste the Facility in a good and refuse mattersightly appearance. All costs of the foregoing maintenance and replacement obligations shall be paid (i) with insurance proceeds, if applicable, in accordance with SECTION 11 hereof, (ii) with funds from the Capital Reserve Account, if applicable, in accordance with SECTION 3.5 hereof, and (iii) otherwise by Tenant. Tenant shall not permit anything commit or suffer to be done committed any waste upon or about the Premises, and shall promptly at its cost and expense, make all necessary replacements, restorations, renewals, and repairs to the Premises (and shall perform all maintenance appurtenances thereto, whether interior or exterior, structural or non-structural, ordinary or extraordinary, and repairs thereto so as not) foreseen or unforeseen, ordinary wear and tear excepted. Repairs restorations, renewals, and replacements shall, to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any timeextent possible, be required under at least equivalent in quality to the provisions of this Leaseoriginal work or the property replaced, as the case may be. Tenant shall not obstruct make any claim or permit demand upon or bring any action against the obstruction Landlord for any loss, cost, injury, damage, or other expense caused by any failure or defect, structural or non-structural, of the Premises or any part thereof. Landlord shall not under any circumstances be required to build any improvements on the Premises, or to make any repairs, replacements, alterations, or renewals of any parking area, adjoining street nature or sidewalk, except description to the extent commercially necessaryPremises or to any of the Improvements, whether interior or exterior, ordinary or extraordinary, structural or non-structural, foreseen or unforeseen, or to make any expenditure whatsoever in connection with this Lease or to inspect or maintain the Premises in any way. Tenant hereby waives the right to make repairs, replacements, renewals, or restorations at the expense of Landlord pursuant to all applicable laws and Tenant shall not make any claim or demand upon or bring any action against Landlord for any loss, cost, injury, damage or other expense caused by any failure or defect, structural or non-structural, to the Premises or any part thereof. Tenant acknowledges that, pursuant to the Development Agreement, Landlord has contracted with Tenant and BCC to construct the Improvements, that the Improvements will be constructed pursuant to the Development Agreement and that although title to the Improvements rests in Landlord in fee, Landlord has made no representation, warranty or covenant regarding the suitability, workmanship or freedom of defects of the Improvements as a result of the Development Agreement, any act of approval of Landlord's agents, consultants or engineers thereunder or by virtue of this Lease, or any statement or provision in the Transaction Documents to the contrary notwithstanding. LANDLORD MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES, EITHER AS TO ITS FITNESS FOR ANY PARTICULAR PURPOSE OR USE, ITS DESIGN OR CONDITION OR OTHERWISE, OR AS TO DEFECTS IN QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, IT BEING AGREED THAT ALL RISKS RELATING TO THE DESIGN, CONDITION OR USE OF THE PREMISES ARE TO BE BORNE BY TENANT. TENANT HEREBY ASSUMES ALL RISK OF THE PHYSICAL CONDITION OF THE PREMISES AND THE SUITABILITY OF THE PREMISES FOR TENANT'S PURPOSES ARE TO BE BORNE BY TENANT. TENANT ASSUMES ALL RISK OF AND THE COMPLIANCE OR NON-COMPLIANCE OF THE PREMISES WITH ALL APPLICABLE REQUIREMENTS OF LAW, INCLUDING BUT NOT LIMITED TO ENVIRONMENTAL LAWS AND ZONING OR LAND USE LAWS.

Tenant’s Maintenance. Tenant agreesshall, at Tenant’s 's sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including without limitation, the entire interior and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including subfloors and floor coverings in good repair and in a clean and safe condition, casualties covered by insurance coverage excepted to the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not extent of proceeds received by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matterLandlord. Tenant shall not permit anything shall, at Tenant's own expense, immediately replace all interior, exterior or other glass in or about the Premises that may be broken during the Term with glass at least equal to be done the specification and quality of the glass so replaced. If Tenant fails to perform Tenant's obligations under this subparagraph, Landlord may at its option enter upon the Premises after ten (10) days' prior written notice to Tenant and put the same in good order, condition and repair, and the cost thereof together with interest thereon at the rate of eighteen percent (18%) per annum shall become due and payable as additional rental to Landlord together with Tenant's next monthly Rent payment. Nothing herein shall imply any duty upon the part of Landlord to do any such work and the performance thereof by Landlord shall not constitute a waiver of Tenant's default in failing to perform the same. Landlord may, during the progress of any such work in or on the Premises, keep and store therein all maintenance necessary materials, tools, supplies and equipment. Landlord shall not be liable for the inconvenience, annoyance, disturbance, loss of business or other damage of Tenant by reason of making such repairs thereto so as not) to invalidate, in whole or in partthe performance of any such work, or prevent on account of bringing materials, tools, supplies or equipment into or through the procurement Premises during the course thereof, and the obligations of any insurance policies which may, at any time, be required Tenant under the provisions of this Lease. Tenant Lease shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessarybe affected thereby.

Tenant’s Maintenance. Tenant agrees, at Tenant’s sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including without limitation, the entire interior and exterior of the Improvements, the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. (a) Tenant shall, at its sole cost and expense, promptly keep the Property in good order and condition (except for ordinary wear and tear) and, except as provided in Section 7.2, shall make all non-structural repairs, alterations, renewals and replacements and shall take such other action as may be necessary repairs or appropriate to keep and replacementsmaintain the Property in good order and condition, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitationbut not limited to, the entire interior repairs (whether or not capital in nature) to and exterior maintenance of the Improvementsall mechanical, the roofelectrical, the foundationsplumbing, HVAC Systems, elevator systems and equipment, parking areas, roadways, curbs, sidewalks, railroad tracksmedians, waterplanters (including repairs and resurfacing thereof), sewerutility supply systems, gas drainage and electricity connectionssanitary sewerage systems, pipeswater supply lines, mains ▇▇▇▇▇, emergency generators, fire sprinkler and fire suppression systems, security and alarm systems and services, identification signs, public address systems, doors, ceilings and floors of the Building, landscaping (including replacement of trees, shrubs, and other plantings), the replacement of any broken or cracked windows in the Premises and any and all other fixturesrepairs and replacements to the Storage Shed. Except as expressly provided in Section 7.2 hereof, machineryLandlord will not be obligated to maintain, apparatus, equipment and appurtenances, now alter or hereafter belonging to, connected with or used repair the Property. All repairs made by Tenant must be at least equal in conjunction quality to the original work. Landlord grants Tenant the right to exercise any rights Landlord may have under warranties granted to Landlord in connection with the Premises: Base Building Work and the Tenant Finish Work with respect to any repair obligations of Tenant under this Section 7.1. Notwithstanding anything to the contrary contained in this Section 7.1, in no event shall Tenant be required to perform the obligations of Tenant pursuant to this Section 7.1 to (i) the Phase 2 Premises until the Phase 2 Premises Commencement Date, and (ii) the Phase 3 Premises until the Phase 3 Premises Commencement Date. (b) Notwithstanding anything to the contrary contained in Section 7.1(a), if, (i) Tenant replaces any existing component of the Property (other than a replacement of any of the Re-Used Items or a Tenant Capital Improvement defined in Section 10.1), and (ii) such expenditure would be classified as a "capital expenditure" under generally accepted accounting principles ("GAAP"), (a "Qualified Capital Improvement"), then such Qualified Capital Improvement shall be performed by Tenant (except as otherwise provided in this Section 7.1(b)) and paid for by Landlord, provided, howeverhowever that Tenant shall reimburse Landlord on a monthly basis for the Amortized Cost of such Qualified Capital Improvement as provided in this Section 7.1(b). If at any time Tenant believes that a Qualified Capital Improvement is required to be made to the Property, Tenant shall provide Landlord with (A) a detailed written notice describing the Qualified Capital Improvement, (B) detailed plans and specifications for the Qualified Capital Improvement, (C) the manner in which the event any repairs Qualifying Capital Improvement is to be performed, (D) Tenant's estimated cost of performing the Qualified Capital Improvement, and (E) Tenant's determination of the useful life of such Qualified Capital Improvement. Within thirty (30) days after receipt of such notice, Landlord shall notify Tenant whether or replacements are requirednot it approves making such Qualified Capital Improvement and the plans and specification for such Qualified Capital Improvement, which approval shall not be unreasonably withheld or delayed and, if disapproved, Landlord shall state its reasons for disapproval with reasonable specificity. If Landlord does not reply within such thirty (30) day period, Landlord shall be deemed to have approved making, and the plans and specifications for, the Qualified Capital Improvement. If Landlord timely objects to making a Qualified Capital Improvement or to the plans and specifications for such Improvement, Landlord and Tenant shall promptly meet and use good faith efforts to resolve such dispute. If such dispute is not resolved within ten (10) days after Landlord's notice of disapproval, the matter shall be decided by arbitration as provided in this Lease. If Landlord agrees that such Qualified Capital Improvement should be made, Landlord may elect to make such Qualified Capital Improvement pursuant to the plans and specifications submitted by Tenant and Tenant shall reimburse Landlord on a monthly basis for the Amortized Cost of such Qualifying Capital Improvement as provided in this Section 7.1(b). If Landlord agrees that such Qualified Capital Improvement should be made, approves of the plans and specifications and determines not to make the Qualified Capital Improvement, then, provided there shall exist no Event of Default by Tenant, Landlord shall pay to Tenant the cost of the Qualified Capital Improvement in the manner set forth in this Section 7.1(b). For any Qualified Capital Improvement to be made by Tenant, Landlord shall pay Tenant monthly progress payments for the Qualified Capital Improvements equal to the total amount of invoices for the Qualified Capital Improvements which are covered by the applicable monthly requisition by Tenant's architect, less a retainage equal to the lesser of (i) ten percent (10%), or (ii) the retainage set forth in the contract between Tenant and the general contractor for the Qualified Capital Improvements (but in any event such retainage shall not be less than five percent (5%)). Landlord shall make such progress payments within thirty (30) days from and after receipt of a complete AIA Form No. G702 therefor (but not more frequently than one time per month), which requisition shall set forth the names of each contractor, subcontractor, materialman, architect and engineer to whom payment is due and the amount due to each of them, and shall include (i) a certificate from Tenant's architect which certifies that the portion of the Qualified Capital Improvement described in such requisition has been substantially completed in accordance with the approved plans for the Qualified Capital Improvement and that all materials for which payment is requested in such requisition have actually been delivered to the Premises, and (ii) with the exception of the first requisition, copies of waivers of lien, in form and substance reasonably satisfactory to Landlord, from all contractors, subcontractors, materialmen, architects and engineers covering all work, materials and services which were the subject of all previous requisitions. Notwithstanding the foregoing provisions, if at any time Tenant reasonably believes that a Qualified Capital Improvement is required to be capitalized in accordance with generally accepted accounting principlesmade to the Property, landlord and Tenant's use and enjoyment of all or any part of the Premises is being materially adversely affected because such Qualified Capital Improvement has not been made, or there is a threat of injury to persons or property because such Qualified Capital Improvement has not been made, (collectively, an "Emergency Qualified Capital Improvement"), Tenant will notify Landlord by any means possible and seek Landlord's consent to make, or to have Landlord immediately make, such Emergency Qualified Capital Improvement, and shall initially pay for have right, before obtaining Landlord's consent, to make such Emergency Qualified Capital Improvement. If Tenant proceeds to undertake the cost of such repairs Emergency Qualified Capital Improvement before obtaining Landlord's consent, the parties will meet immediately to resolve any disputes regarding the need, or replacements the plans and Tenant shall pay Landlord as Additional Rentspecifications, for the portion Emergency Qualified Capital Improvement, and will submit to arbitration as provided in this Lease any dispute remaining unresolved within thirty (30) days after Tenant has completed an Emergency Qualified Capital Improvement. Landlord will pay for an Emergency Qualified Capital Improvement in the same manner as Landlord pays for a Qualified Capital Improvement, except Tenant will bear the risk, at its sole cost and expense, of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but any remedial measures required because an Emergency Qualified Capital Improvement was not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in partrequired, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessarywas improperly completed.

Tenant’s Maintenance. Tenant agreescovenants and agrees to keep and maintain in good order, at Tenant’s sole cost condition, replacement, and expenserepair the Demised Premises and all appurtenances thereto, to take good care including but not limited to, partitions; dock door seals; macadam; parking areas; walks; curbs; the exterior and interior portions of all doors; door checks and frames; windows and window frames; wood or other trim; glass; and all plumbing and sewage facilities within the Demised Premises, including free flow up to the Improvementsmain sewer line; heating, air-conditioning, and keep electrical fixtures, machinery and equipment; emergency lighting; interior walls; floors and ceilings, and furnishing and maintaining the minimum number and type of fire extinguishers. If Tenant refuses or neglects to commence or complete repairs promptly and adequately, Landlord may, but shall not be required to do so, make or complete said repairs and Tenant shall pay the cost thereof to Landlord upon demand. Tenant shall maintain the same HVAC and all parts thereofdock equipment (e.g., dock doors, levelors, seals, and lights) at a standard which is not less than applicable manufacturer’s standards. Such maintenance shall be performed either by Tenant’s employees, or if required applicable manufacturer’s warranties, then by a qualified service provider. Tenant shall provide preventative maintenance (including without limitation, the entire interior and exterior cleaning or replacement of the Improvements, HVAC filters) not less than once per calendar quarter If Landlord determines that the roof, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas Tenant has failed to maintain the HVAC and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, dock equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principlesthe foregoing provisions, landlord Landlord shall initially pay have the right to either directly perform such maintenance or engage a third party service provider to provide such services, in which event, the Tenant shall reimburse the Landlord for the cost of providing such repairs or replacements and maintenance. The reimbursement payment shall be made by Tenant within fifteen (15) days of receipt from Landlord of an invoice for the cost of the maintenance services. The Tenant shall pay Landlord as Additional Rentmaintain the Demised Premises at its own expense in a clean, for orderly and sanitary condition free of insects, rodents, vermin and other pests and shall not permit accumulation of garbage, trash, rubbish and other refuse, but shall promptly remove the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premisessame. Tenant shall keep approve the location and screening for all trash dumpsters. When used in this Article 10, the term “repairs” shall include replacements and renewals when necessary to maintain the PremisesDemised Premises in good order and condition, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not such repairs made by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything to be done upon the Premises (at least equal in quality and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except usefulness to the extent commercially necessaryDemised Premises as the original construction of such improvements.

Tenant’s Maintenance. Tenant agreesshall, at Tenant’s sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same Premises in good order and all parts thereofrepair and in a safe and clean condition, including including, without limitation, the entire interior and exterior of the Improvementsstructure, bearing walls, the rooffoundation, foundationsthe roof and outside wall surfaces, parking areasthe subfloors and floor coverings, sidewalksthe electrical, railroad tracksplumbing and HVAC systems, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions theretomade to the Premises pursuant to the provisions hereof, all walks, driveways, parking and loading areas, lawns and landscaping, fences and signs located in as the areas which are adjacent to or included with the Premises. Tenant shall, at Tenant’s own expense, immediately replace all interior, exterior or other glass in or about the Premises that may be broken during the Term with glass at least equal to the specification and quality of the glass so replaced. If Tenant fails to perform Tenant’s obligations under this subparagraph, Landlord may at its option enter upon the Premises after 10 days prior written notice to Tenant and put the same in good order, condition and repair repair, and the cost thereof together with interest thereon at the rate of 18% per annum, or the maximum legal rate if the rate of 18% per annum is usurious, shall become due and payable as additional rental to Landlord together with Tenant’s next monthly Rent payment. Nothing herein shall imply any duty upon the part of Landlord to do any such work and the performance thereof by Landlord shall not constitute a waiver of Tenant’s default in failing to perform the same. Landlord may, during the progress of any such work in or on the Effective DatePremises, reasonable wear keep and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make store therein all necessary repairs materials, tools, supplies and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to equipment. Landlord shall not be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay liable for the cost inconvenience, annoyance, disturbance, loss of business or other damage of Tenant by reason of making such repairs or replacements the performance of any such work, or on account of bringing materials, tools, supplies or equipment into or through the Premises during the course thereof, and the obligations of Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant under this Lease shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessaryaffected thereby.

Tenant’s Maintenance. Tenant agrees, at Tenant’s 's sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereof, including together with any and all alterations and additions thereto, in good order, condition and repair, suffering no waste or injury. Subject to Subsections 8.1(B) and 8.1(C), Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the Land, including, without limitation, the entire interior and exterior of the Improvements, the roof, foundationssidewalks, parking areas, sidewalks, railroad trackstracks (if any), water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay for the cost of such repairs or replacements and Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first first-class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessary.

Tenant’s Maintenance. (a) Tenant agrees, at Tenant’s sole cost and expense, to shall take good care of the Premises, including those portions of the ImprovementsEsplanade Project located within the Premises; the Buildings and the structural elements and leased space forming a part thereof and, to the extent any of the following shall constitute a part of or shall serve exclusively the Premises, the plumbing, heating, ventilating, air conditioning, electrical, lighting, sprinkler and keep other utility systems and maintain fixtures and other Equipment therein or serving the same and the appurtenances thereto (other than the Base Building Systems in the Museum Block and ▇▇▇▇▇▇▇▇▇▇▇▇ Block); the Commercial Areas to the extent used or occupied by Tenant or any Subtenant; Street Furniture and all parts thereofgrounds, including without limitationlandscaping, the entire interior and exterior of the Improvementsplantings parking facilities, the roofplazas, foundationsvaults, parking areassigns, sidewalk hoists, roofs, railings, gutters, sidewalks, railroad tracks, curbs and other paved walkways and areas (including repaving); Pier 17 and the fender systems and paving thereon (including any portions thereof now or at any time constituting a part of Landlord's Premises); quays; portals; exterior lighting fixtures (including replacement of defective or spent bulbs); water, sewer, gas and electricity other utility connections, pipes, ; pipes and mains and all (other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions thereto, in as good order, condition and repair as on the Effective Date, reasonable wear and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make all necessary repairs and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, than such water, sewer, gas and electricity connectionsother utility mains below the surface of the streets which are owned and/or to be maintained by Landlord or any public or private utility company), pipesand Tenant agrees to put, mains keep and maintain all of the foregoing (other fixturesthan the aforesaid Base Building Systems) in first class, machinerysafe, apparatussound and lawful order and condition and make all repairs thereto and therein, equipment interior and appurtenancesexterior, now structural and nonstructural, ordinary and extraordinary, foreseen and unforeseen, as shall be necessary to keep and maintain the same in such first class, safe and sound order and condition and in compliance with all Requirements, and howsoever the necessity or hereafter belonging todesirability therefor may have occurred, connected and whether or not necessitated by normal wear, tear, obsolescence or defects, latent or otherwise. Without limiting the generality of the foregoing, in respect of all areas which Tenant is obligated to repair and maintain, as aforesaid, Tenant covenants and agrees to observe, perform and discharge the applicable provisions of the standards annexed hereto as Exhibit E (the "General Maintenance Standards"). Tenant shall not commit or suffer, and shall use all reasonable precaution to prevent waste, damage or injury to the Premises and the Project Streets adjoining the same. (b) In addition to the maintenance obligations set forth in paragraph (a) above, Tenant shall, throughout the Term, be obligated to maintain the structural integrity of Pier 17 in first class, safe, sound and lawful order and condition and make all repairs thereto as shall be necessary to keep and maintain the same in order and condition and in compliance with all Requirements, and howsoever the necessity or used desirability therefor may have occurred, and whether or not necessitated by normal wear, tear, obsolescence or defects, latent or otherwise. Without limiting the generality of the foregoing ▇▇▇▇▇▇ agrees to the following: (i) Tenant shall undertake the repair and maintenance work recommended for Pier 17 during the five (5) year period after the Amendment Commencement Date and more fully described in conjunction the May 8, 2012 report with respect to the Premises: condition of Pier 17 prepared by ▇▇▇▇▇▇▇, Inc., a copy of which has been provided by Tenant to Landlord. (A description of the work based on such report to be performed during said five (5) year period is annexed hereto as Exhibit M). Such repair and maintenance work shall be commenced upon or before commencement of the Initial Renovation Work provided, however, in the event any repairs or replacements are required, the cost that Landlord acknowledges that certain elements of such repair and maintenance work will occur over a longer period than that which are is required to Substantially Complete the Initial Renovation Work and that completion of such initial Pier 17 repair and maintenance work shall not be capitalized a condition to achieving Substantial Completion of the Initial Renovation Work. (ii) Tenant shall retain the services of a Pier Consultant. Beginning on the fifth (5th) anniversary of the Amendment Commencement Date and continuing throughout the Term no less frequently than every five (5) years (or more frequently at the recommendation of the Pier Consultant), Tenant shall require the Pier Consultant to (1) perform inspections of Pier 17 in accordance with generally accepted accounting principlesthe Lease Administrator's October 1999 Inspection Guideline Manual, landlord shall initially pay for the cost of such repairs or replacements as it may be amended, (2) prepare inspection reports and certify to Landlord and Tenant whether Pier 17 is structurally sound (and if not, to specify all respects in which the same is not structurally sound), draft, of which inspection reports shall pay Landlord be submitted by Tenant to Lease Administrator for review and reasonable approval before they are finalized (as Additional Rentfinalized, for the portion "Pier Reports") and (3) to recommend, in the Pier Reports, a maintenance program as well as specific repair and maintenance work in furtherance of such costs attributable to maintaining the then remainder structural integrity of Pier 17. (iii) Throughout the Term, as Tenant shall carry out the recommendations set forth in the Pier Reports; provided, however, if Tenant disagrees with any such recommendations, Tenant shall promptly provide written notice thereof to Landlord together with an explanation of ▇▇▇▇▇▇'s objections and when such costs are paid by the basis for those objections. If Landlord to third party vendorsdisagrees with ▇▇▇▇▇▇’s objections, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements dispute shall be settled by the arbitration process set forth in Article 34. If the arbitrator finds in favor of first class quality and sufficient for the proper maintenance and operation Landlord with respect to some or all of the Premisesrecommendations in dispute, Tenant shall promptly carry out those recommendations the arbitrator and Landlord agree on in the Pier Reports. Tenant shall keep and also perform such additional work as may be required during the Term to maintain the Premises, including structural integrity of Pier 17 and to cause the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way structure of limitation, snow and ice clearance, landscaping and removal of waste and refuse matterPier 17 to comply with Requirements. Prior to performing any such additional work Tenant shall not permit anything to be done upon the Premises (notify Landlord, and shall perform all maintenance furnish Landlord with such information and repairs thereto so materials as notLandlord may reasonably request concerning such additional work. (iv) If the Pier Consultant shall withdraw or otherwise cease to invalidatefunction as such, a new engineering consultant shall be selected in whole or the same manner as set forth in part, or prevent paragraph (ii) above to become the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessaryPier Consultant.

Tenant’s Maintenance. Tenant agreesshall, at Tenant’s 's sole cost and expense, to take good care of the Premises, including the Improvements, and keep and maintain the same and all parts thereofPremises, including including, without limitation, the entire interior roof and exterior of the Improvementsoutside wall surfaces, the roofsubfloors and floor coverings, foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances thereto, together with any and all alterations and additions theretomade by Tenant pursuant to the provisions hereof, all walks, driveways, parking and loading areas, lawns and landscaping, fences and signs located in the areas which are adjacent to or included with the Premises, in as all respects in good repair and in a clean and safe condition. Tenant shall, at Tenant's own expense, immediately replace all interior, exterior or other glass in or about the Premises that may be broken during the Term with glass at least equal to the specification and quality of the glass so replaced. If Tenant fails to perform Tenant's obligations under this subparagraph, Landlord may at its option enter upon the Premises after ten (10) days prior written notice to Tenant and put the same in good order, condition and repair repair, and the cost thereof together with interest thereon at the rate of fifteen percent (15%) per annum shall become due and payable as additional rental to Landlord together with Tenant's next monthly Rent payment. Nothing herein shall imply any duty upon the part of Landlord to do any such work and the performance thereof by Landlord shall not constitute a waiver of Tenant's default in failing to perform the same. Landlord may, during the progress of any such work in or on the Effective DatePremises, reasonable wear keep and tear excepted, suffering no waste or injury. Tenant shall, at its sole cost and expense, promptly make store therein all necessary repairs materials, tools, supplies and replacements, structural or otherwise, ordinary as well as extraordinary, foreseen as well as unforeseen, in and to any Improvements or equipment now or hereafter located upon the land including, without limitation, the entire interior and exterior of the Improvements, the roof, the foundations, parking areas, sidewalks, railroad tracks, water, sewer, gas and electricity connections, pipes, mains and all other fixtures, machinery, apparatus, equipment and appurtenances, now or hereafter belonging to, connected with or used in conjunction with the Premises: provided, however, in the event any repairs or replacements are required, the cost of which are required to equipment. Landlord shall not be capitalized in accordance with generally accepted accounting principles, landlord shall initially pay liable for the cost inconvenience, annoyance, disturbance, loss of business or other damage of Tenant by reason of making such repairs or replacements the performance of any such work, or on account of bringing materials, tools, supplies or equipment into or through the Premises during the course thereof, and the obligations of Tenant shall pay Landlord as Additional Rent, for the portion of such costs attributable to the then remainder of the Term, as and when such costs are paid by Landlord to third party vendors, such portion to be determined as between Landlord and Tenant on a straight-line basis. All such repairs and replacements shall be of first class quality and sufficient for the proper maintenance and operation of the Premises. Tenant shall keep and maintain the Premises, including the Improvements and all sidewalks, vault space, parking areas and areas adjacent thereto, safe, secure and clean, specifically including, but not by way of limitation, snow and ice clearance, landscaping and removal of waste and refuse matter. Tenant under this Lease shall not permit anything to be done upon the Premises (and shall perform all maintenance and repairs thereto so as not) to invalidate, in whole or in part, or prevent the procurement of any insurance policies which may, at any time, be required under the provisions of this Lease. Tenant shall not obstruct or permit the obstruction of any parking area, adjoining street or sidewalk, except to the extent commercially necessaryaffected thereby.