Common use of By Tenant Clause in Contracts

By Tenant. Tenant shall not make or permit to be made any Alterations without Landlord's prior written consent, which as to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord. Landlord shall not unreasonably withhold or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alteration.

By Tenant. Tenant shall act with care in its use and occupancy of the Leased Premises and the fixtures therein and, at Tenant's sole cost and expense, shall make all repairs and replacements to the Leased Premises, structural or otherwise, necessitated or caused by the acts, omissions or negligence of Tenant or any Person claiming through or under Tenant or by the use or occupancy or manner of use or occupancy of the Leased Premises by Tenant or any such Person; however the foregoing provisions of this subsection shall be subject to the provisions of Section 13. Without affecting Tenant's obligations set forth in the preceding sentence, Tenant, at Tenant's sole cost and expense, shall also (i) make all repairs and replacements, as and when necessary, to Tenant's Special Installations and to any Alterations made or performed by or on behalf of Tenant or any Person claiming through or under Tenant, (ii) perform all maintenance and make all repairs and replacements, as and when necessary, to any air-conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the standard equipment and systems serving the Building) which may be installed in the Leased Premises, or elsewhere in the Building and serving the Leased Premises, by Landlord, Tenant or others, (iii) perform all maintenance and make all repairs and replacements, as and when necessary, to the antennas and satellite dishes installed by Tenant on the roof of the Building and make all repairs to the roof caused by such installation, and (iv) perform regular cleaning and janitorial services in the double-secured areas of the Leased Premises. However, except as otherwise provided in this Lease, Tenant shall not make have any right to install air-conditioning equipment, elevators, escalators, conveyors or permit mechanical systems. In addition to be made any Alterations without Landlord's prior written consentthe foregoing, which as all damage or injury to any Major Alterations may be given the Leased Premises and to its fixtures, appurtenances and equipment or withheld to the Building or to its fixtures, appurtenances and equipment caused by Tenant moving property in Landlord's sole discretion. All Alterations or out of the Building or by installation or removal of furniture, fixtures or other property by Tenant shall be performed only repaired, restored or replaced promptly by contractorsTenant, engineers or architects approved by at its sole cost and expense, to the reasonable satisfaction of Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord. Landlord shall not unreasonably withhold or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterationsaforesaid repairs, once so approved, restoration and replacements shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations class equal to the Outside Areas. As used original work or installation but in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not no event need exceed two percent (2%) of the cost of each such AlterationBuilding standards.

By Tenant. Tenant, at its sole cost and expense and throughout the Term and any renewals or extensions thereof, shall keep and maintain the Property in a neat, safe and orderly condition and shall make all necessary repairs and replacements thereto, including all plumbing servicing the Property. Tenant accepts “as is” the existing HVAC, electrical and other mechanical facilities and systems serving the Premises, and Landlord is not responsible for any repairs, replacement, improvements or other modifications thereto. Tenant agrees to submit to Landlord complete plans and specifications, including engineering, mechanical, and electrical work covering any and all contemplated Tenant work or repairs, if applicable, and any subsequent improvements or alterations of the Premises. The plans and specifications shall be in such detail as Landlord may reasonably require, and in compliance with all Laws. As soon as reasonably feasible thereafter, Landlord shall notify Tenant of any failures of Tenant’s plans to meet with ▇▇▇▇▇▇▇▇’s approval. Tenant shall cause ▇▇▇▇▇▇’s plans to be revised to the extent necessary to obtain Landlord’s approval. Tenant shall not make commence any Tenant Work, or permit to be made any Alterations without Landlord's prior written consentof the Improvements, which as to or alterations of Premises until Landlord has approved Tenant’s plans. Tenant shall procure all necessary permits before undertaking any Major Alterations may be given Tenant’s work or withheld repairs. Tenant shall perform all of Tenant’s work or repairs in Landlord's sole discretiona good and workmanlike manner. All Alterations Tenant shall be performed use materials of good quality and perform Tenant’s work or repairs only by contractors, engineers or architects with contractors previously approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved of in writing by Landlord. Landlord shall not unreasonably withhold Tenant’s work or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and repairs shall comply with all RequirementsLaws. Tenant shall not commence will pay the making cost of any repairs, replacement, improvements, or other modifications to the electrical system or heating and air conditioning system or other mechanical facilities and systems of the Premises necessitated by such Alterations until usage and Permitted Use, the cost of separate metering, if required by Landlord, and the cost of any additional electrical service provided to Tenant. Landlord is not liable for any damage, loss or expense incurred by Tenant by reason of any interruption, reduction (apermanent or temporary) all or failure of any utilities or services for the Premises or the Building. Landlord may, with written notice to Tenant (except that no notice is required governmental approvals in the event of an emergency), cut off and permits discontinue any utilities and services when such discontinuance is necessary in order to make repairs or alterations or if otherwise required in connection with the fulfillment of Landlord’s obligations under this Lease, though such repairs and alterations shall have been obtainedbe completed within a commercially reasonable amount of time and Landlord shall use it best efforts to ensure the discontinuance is as short as is commercially reasonable. Tenant is not entitled to any abatement of rent as a result of the Premises being rendered unusable for their intended purpose due to any such failure, (b) all requirements regarding insurance imposed discontinuance, interruption or reduction, unless such failure, discontinuance, interruption, or reduction in services extends beyond a commercially reasonably period of time. No failure, interruption or reduction of utilities or services will be construed as an eviction or disturbance of possession by Landlord, and Tenant has no right to terminate this Lease have been satisfiedas a result thereof, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence unless such work so that Landlord may post and file notices of non-responsibilityfailure, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations to the Outside Areas. As used in this Articlediscontinuance, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorwaysinterruption, or the likereduction in services extends beyond a commercially reasonably period of time. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to Upon the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's requestTerm, Tenant shall pay Landlord's actual out-of-pocket costs to inspect yield and deliver up the construction of Tenant's Alterations Property in like condition as when taken, ordinary wear and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alterationtear excepted.

By Tenant. Except for those portions of the Premises and the Building for which Landlord is responsible under Section 9.1, Tenant, at Tenant's sole cost and expense, shall at all times keep all portions of the Premises in good order, condition and repair (including replacements, as and when necessary), including, without limitation, all plate glass, show cases, non-structural storefront parts and moldings, doors, door jams, door closers, door hardware, fixtures, equipment and appurtenances thereof, floors, partitions and surfaces of interior walls, ceilings all electrical, lighting, heating, plumbing and sprinkler systems, fixtures and equipment, HVAC, energy management systems, utility and communication services, all satellite hardware, wiring and connections, alarm and other systems within the walls, slabs, ceilings or interior of the Premises and all other maintenance not specifically listed above as Landlord's Repairs. Tenant shall not make also be responsible for the repair of any and all damage caused to the Building or permit to be made any Alterations without Landlord's prior written consentother portion of the Shopping Center by any act, which as to neglect or omission of Tenant or its employees, agents, invitees, licensees, contractors or subtenants; the repair of any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved by Landlord, and such damage shall be made in accordance by Landlord at Tenant's cost and expense, and Tenant shall reimburse to Landlord all such costs and expenses, together with complete and detailed architecturalthe Management Fee calculated as a percentage of the amount thereof, mechanical and engineering plans and specifications approved in writing within ten (10) days after submission by LandlordLandlord to Tenant of a statement of the amount thereof. Landlord shall not unreasonably withhold or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at At Tenant's expense, Tenant shall be performed maintain in good force a service and workmanlike manner using new materials of good quality preventive maintenance contract with an authorized HVAC service company covering all heating, ventilation and air conditioning equipment serving the Premises, and shall comply provide Landlord with all Requirements. a copy thereof prior to commencement of the Term, unless Landlord elects to obtain such a contract for the entire Building, or for any larger portion of the Shopping Center, in which event Tenant shall not commence the making of any be required to maintain such Alterations until (a) all contract but shall be required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given to reimburse Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) pro rata share of the cost of each such Alterationcontract. Tenant's pro rata share shall be determined by multiplying the total cost thereof by a fraction, the numerator of which is the Gross Leasable Area of the Premises and the denominator of which is the Gross Leasable Area of the Building, or any such larger portion of the Shopping Center to which the contract applies. Tenant shall use Landlord's roofing company to make all roof penetrations so as not to void Landlord's roof warranty.

By Tenant. Tenant shall not make any alterations to or permit to be made modifications of the Leased Premises or construct any Alterations without Landlord's prior written consentimprovements within the Leased Premises until Landlord shall have first approved, which as to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractorswriting, engineers or architects approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering the plans and specifications approved in writing by Landlord. Landlord shall therefor, which approval may not be unreasonably withhold withheld, delayed or delay its approval of any such contractors, engineers, architects, plans or specificationsconditioned. All such Alterationsmodifications, alterations or improvements, once so approved, shall be made, constructed or installed by Tenant at Tenant's expenseexpense (including all permit fees and governmental charges related thereto), using a licensed contractor in substantial compliance with the Landlord-approved plans and specifications therefor. All work undertaken by Tenant shall be performed done in accordance with all Laws and in a good and workmanlike manner using new materials of good quality and shall comply with all Requirementsquality. Tenant shall not commence the making of any such Alterations modifications or alterations or the construction of any such improvements until (ai) all required governmental approvals and permits shall have been obtained, (bii) all requirements regarding insurance imposed by this Lease have been satisfied, satisfied and (ciii) Tenant shall have given Landlord at least lease five (5) Business Days business days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. In no event shall Tenant shall not make any Alterations modification, alterations or improvements whatsoever to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, Areas or the likeexterior or structural components of the Building. As a part of granting Notwithstanding the foregoing, Tenant, without Landlord's approval for Tenant prior written consent, shall be permitted to make Alterationsnon-structural alterations to the Building, provided that: (a) such alterations do not exceed $10,000 individually or $100,000 in the aggregate, (b) Tenant shall timely provide Landlord with notice of the proposed improvements including such details as Landlord may require that reasonably request regarding the proposed improvements and their estimated cost and (c) Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At shall, upon Landlord's request, remove the alteration at the termination of the Lease and restore the Leased Premises to their condition existing prior to such alteration. Tenant shall pay agrees to provide landlord with copies of plans for all material improvements or alterations to the Leased Premises, regardless of whether or not Landlord's actual out-of-pocket costs consent to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alterationimprovements or alterations is required hereunder.

By Tenant. Tenant shall not make or permit to be made any Alterations without 6.2.1 Upon receipt of Landlord's prior written consentapproval, which as Tenant may from time to any Major Alterations may be given time after completion of Tenant's Initial Improvements, at its own expense, alter, renovate or withheld in Landlord's sole discretion. All Alterations shall improve the interior of the Premises provided the same be performed only by contractorsin a good and workmanlike manner, engineers or architects approved by Landlordin accordance with accepted building practices, in full compliance with all applicable building codes and the ADA, with Tenant procuring at its sole cost and expense all permits required for such work, and so as not to weaken or impair the strength or lessen the value of the Building in which the Premises are located. No changes, alterations or improvements affecting the exterior of the Premises or the Building or the Building systems shall be made in accordance with complete and detailed architecturalby Tenant without the prior written approval of Landlord, mechanical and engineering plans and specifications approved in writing which may be unreasonably withheld. Any work done by Landlord. Landlord Tenant under the provisions of this Section shall not unreasonably withhold or delay its approval interfere with the use by the other tenants of their premises in the Building. Tenant also agrees to pay 100% of any increase in the Real Estate Taxes or ------------------/---------------- LANDLORD TENANT Landlord's Personal Property Taxes resulting from such contractorsimprovements by or for Tenant. 6.2.2 All alterations, engineersdecorations, architectsadditions and improvements made by Tenant, plans or specifications. All such Alterations, once so approvedmade by Landlord on Tenant's behalf as provided in this Lease, shall remain the property of Tenant for the Lease Term or any extension or renewal thereof, but they shall not be maderemoved from the Premises without the prior written consent of Landlord, constructed which consent shall not be unreasonably withheld, delayed or installed by conditioned. 6.2.3 Upon obtaining the prior written consent of Landlord, Tenant at Tenant's expenseshall remove such alterations, decorations, additions and improvements and restore the Premises as provided in Section 6.5, and if Tenant fails to do so and moves from the Premises, all such alterations, decorations, additions and improvements shall become the property of Landlord, who may charge Tenant for storing or disposing of any or all of such property. 6.2.4 Notwithstanding any other provision of this Article VI, Tenant shall be performed in good and workmanlike manner using new materials permitted to make alterations to the interior improvements of good quality and shall comply the Premises with all Requirements. Tenant shall Landlord's prior written consent not commence the making of any such Alterations until being unreasonably withheld, delayed or conditioned if (a) all required governmental approvals the proposed alteration is non-structural in nature, and permits shall have been obtained, (b) all requirements regarding insurance imposed by the proposed alteration does not cost more than $10,000. Notwithstanding any other provision of this Lease have been satisfiedSection, (c) when Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to requests Landlord's approval of such work have been satisfied consent to Landlord's reasonable satisfaction. a proposed alteration, Tenant shall not make any Alterations to the Outside Areas. As used may ask Landlord in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, writing whether Landlord may will require that Tenant remove any such Alterations prior to the alteration be removed on expiration or earlier termination of the Term and repair any damage caused by this Lease. Landlord shall respond to this inquiry in writing within fifteen (15) business days of receipt thereof from Tenant. If Landlord does not respond to such removal inquiry or restore the Premises at Tenant's cost. At Landlord's requeststates in its response that it will not require removal, then Tenant shall pay Landlord's actual out-of-pocket costs not be required to inspect remove such alteration. Any such alteration, renovation or improvement shall be performed in a good and workmanlike manner, in accordance with accepted building practices, in full compliance with all applicable building codes and the construction of Tenant's Alterations ADA, with Tenant procuring at its sole cost and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee expense all permits required for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alteration.work

By Tenant. Tenant shall, at its own cost and expense, keep and maintain all parts of the Premises (except those for which Landlord is expressly responsible under the terms of this Lease) and Fixtures in good condition, excepting reasonable wear and tear and casualty losses required to be restored by Landlord as provided in this Lease. Without limiting the coverage of the previous sentence, it is understood that Tenant's responsibilities include the repair and replacement in accordance with all applicable Laws of all windows, glass and plate-glass, doors, any special office entries, interior walls and finish work, floor coverings, dock doors, dock boards, truck doors, dock bumpers, and all lighting, heating, air conditioning, ventilation, plumbing and other electrical, mechanical and electromotive installation, equipment and fixtures and also include all utility repairs in ducts, conduits, pipes and wiring, and any sewer stoppage located in, under and above the Premises, pest extermination, regular removal of trash and debris, and keeping the whole of the Premises in a clean and sanitary condition. All repairs by Tenant shall not make be comparable in quality to the condition of the Premises or permit the Fixtures, as applicable, as of the commencement of the Term or, with respect to improvements made or constructed by Tenant after commencement of the Term, the completion date of such improvements. If any repairs required to be made any Alterations without Landlord's prior by Tenant hereunder are not made within ten (10) days after written consent, which as notice delivered to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved Tenant by Landlord, Landlord may at its option make such repairs without liability to Tenant for any loss or damage which may result to its stock or business by reason of such repairs, unless caused by the gross negligence or willful misconduct of Landlord, its employees, agents or contractors, and Tenant shall be made in accordance pay to Landlord within ten (10) business days after demand (with complete documentation verifying the nature and detailed architecturalcost of such repairs), mechanical and engineering plans and specifications approved in writing by Landlordas Additional Rent hereunder, the cost of such repairs. Landlord shall not unreasonably withhold have the right to make such repairs without notice to Tenant in the event of an emergency, or delay its approval of any if such contractors, engineers, architects, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations repairs relate to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination exterior of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such AlterationPremises.

By Tenant. Tenant shall not keep the Premises and the Loading Dock (unless it is used in common with other tenants of the Building) in good, clean and habitable condition and shall at its sole cost and expense keep the same free of dirt, rubbish, ice or snow, insects, rodents, vermin and other pests and make all needed repairs and replacements, including replacement of cracked or permit broken glass, except for repairs and replacements required to be made any Alterations without Landlord's prior written consent, which as to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved by Landlord. Without limiting the coverage of the previous sentence, it is understood that Tenant’s responsibilities therein include the repair and shall be made replacement in accordance with complete all applicable Laws of all lighting, heating, air conditioning, plumbing and detailed architecturalother electrical, mechanical and engineering plans electromotive installation, equipment and specifications fixtures and also include all utility repairs in ducts, conduits, pipes and wiring, and any sewer stoppage located in or otherwise exclusively serving the Premises, regardless of when or how the defect or other cause for repair or replacement occurred or became apparent, provided that Tenant shall have no obligation to repair or replace any item where the damage was caused by the gross negligence or willful misconduct of Landlord or other tenant of Complex. Tenant shall, at its own cost and expense, enter into a regularly scheduled preventive maintenance/service contract with a maintenance contractor approved by Landlord for servicing all HVAC systems and equipment serving the Premises (and a copy thereof shall be furnished to Landlord). The service contract must include all services suggested by the equipment manufacturer in writing the operation/maintenance manual and must become effective within thirty (30) days of the date Tenant takes possession of the Premises; provided, however, that if Tenant fails to enter into or maintain a contract for the maintenance and repair of the HVAC equipment in the Premises, Landlord shall have the option of contracting directly with an HVAC servicing company for all such work and charging Tenant for all costs thereof. If any repairs required to be made by Tenant hereunder are not made within ten (10) days after written notice delivered to Tenant by Landlord (such time period not being subject to the notice and cure provisions of Section 17(f)), Landlord, after providing notice to Tenant of the same, may at its option make such repairs without liability to Tenant for any loss or damage which may result to its stock or business by reason of such repairs and Tenant shall pay to Landlord within ten (10) days of Landlord’s demand, as Rent hereunder, the cost of such repairs plus interest at the Default Rate, such interest to accrue continuously from the date of payment by Landlord until repayment by Tenant. Notwithstanding the foregoing, Landlord shall have the right to make such repairs without notice to Tenant in the event of an actual or apparent emergency, or if such repairs relate to the exterior of the Premises. At the expiration of this Lease, ▇▇▇▇▇▇ shall surrender the Premises in good condition, excepting reasonable wear and tear and losses required to be restored by Landlord. All personal property of Tenant, including goods, wares, merchandise, inventory, trade fixtures and other personal property of Tenant, shall be stored at the sole risk of Tenant. Landlord or its agents shall not unreasonably withhold be liable for any loss or delay its approval damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Complex or from the pipes, appliances or plumbing works therein or from the roof, street or subsurface or from any other places resulting from dampness or any other cause whatsoever, or from the act or negligence of any other tenant or any officer, agent, employee, contractor or guest of any such contractorstenant. It is generally understood that mold spores are present essentially everywhere and that mold can grow in most any moist location. Emphasis is properly placed on prevention of moisture and on good housekeeping and ventilation practices. Tenant acknowledges the necessity of housekeeping, engineersventilation, architectsand moisture control (especially in kitchens, plans janitor’s closets, bathrooms, break rooms and around outside walls) for mold prevention. In signing this Lease, ▇▇▇▇▇▇ has first inspected the Premises and certifies that it has not observed mold, mildew or specificationsmoisture within the Premises. All such Alterations▇▇▇▇▇▇ agrees to immediately notify Landlord if it observes mold/mildew and/or moisture conditions (from any source, once so approvedincluding leaks), shall be madeand allow Landlord to evaluate and make recommendations and/or take appropriate corrective action. Tenant relieves Landlord from any liability for any bodily injury or damages to property caused by or associated with moisture or the growth of or occurrence of mold or mildew on the Premises. In addition, constructed or installed execution of this Lease constitutes acknowledgement by Tenant at Tenant's expense, shall be performed in good that control of moisture and workmanlike manner using new materials of good quality and shall comply with all Requirementsmold prevention are integral to its Lease obligations. Tenant shall not commence adopt and implement the making of any such Alterations until (a) all required governmental approvals moisture and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alterationmold control guidelines set forth on Exhibit L attached hereto.

By Tenant. Tenant shall not make or permit to be made any Alterations without Landlord's prior written consent, which as With respect to any Major Alterations may be given Environmental Noncompliance or withheld in LandlordEnvironmental Condition applicable to the Leased Premises, attributable to Tenant's sole discretion. All Alterations shall be performed only by contractors, engineers use or architects approved by Landlord, and shall be made occupancy of the Leased Premises for which Tenant is responsible in accordance with complete this Seciton 4, and detailed architecturalwithout in any way limiting the scope of Tenant's obligations under the indemnification provisions in Section 4.2(a) above, mechanical as between Tenant and engineering plans Landlord, Tenant will be responsible for the initiation of all investigations, studies, cleanup, corrective action or response or remedial action required by any local, state or federal government agency now or hereafter authorized to regulate environmental matters (hereinafter "Governmental Entities"), or by any consent decree, or court or administrative order now or hereafter applicable to the Leased Premises, or by any federal, state or local law, regulation, rule or ordinance now or hereafter in effect resulting during Tenant's use and specifications approved occupancy of the Leased Premises and resulting from Tenant's activities on the Leased Premises. Tenant will pay all costs in writing connection with such actions, including, without limitation, installation, operation, maintenance, testing, monitoring costs, preparation of plans, designs, applications, studies and reports by Landlord. Landlord shall not unreasonably withhold or delay its approval for Governmental Entities or other regulating agencies, the preparation of any such contractorsclosure or other required plans, the retention of legal counsel, engineers, architectsand other expert consultants. Subject to the limitations set forth herein, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice the responsibility and right to manage and control all investigations and any environmental cleanup, remediation, or related activities relating to matters for which Tenant is responsible in accordance with this section. Tenant, however, may not negotiate with, fulfill any requirements or claims made by a Governmental Entity or third party, settle or contest such requirement or third-party claim without the express approval of its intention to commence Landlord, such work so that Landlord may post and file notices of non-responsibilityapproval shall not be unreasonably withheld, and (d) Landlord shall have the right to participate fully in any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations meetings, negotiations or decisions relevant to the Outside Areas. As used in this Article, Alterations shall include investigation or remediation of Environmental Conditions at the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alteration.Leased Premises

By Tenant. Tenant shall shall, at its sole cost and expense, promptly perform all maintenance and repairs to the Premises that are not make or permit to be made any Alterations without Landlord's prior written consent, which as to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved by Landlord’s express responsibility under this Lease, and shall be made keep the Premises in good condition and repair, ordinary wear and tear excepted. Tenant’s repair obligations include, without limitation, repairs to: (1) the Building’s Systems exclusively serving the Premises (subject to the terms of Section 8(b)(i)); (2) Tenant’s equipment and fixtures; (3) Tenant’s signs, placards, decorations or other advertising media of any type; (4) interior painting or other treatment of exterior walls; (5) plate glass, windows, doors and other exterior openings including replacement of cracked or broken glass; (6) window and door frames, molding, closure devices, locks and hardware; (7) special store fronts, if any; and (8) the Grade-Level Truck Door in good, clean and habitable condition. In addition, Tenant shall, at its sole cost and expense, keep the same free of dirt, rubbish, insects, rodents, vermin and other pests. Without limiting the coverage of the previous sentences, it is understood that Tenant’s responsibilities therein include the repair and replacement in accordance with complete all applicable Laws of the Building’s Systems exclusively serving the Premises and detailed architecturalTenant’s equipment and fixtures, mechanical and engineering plans also includes all utility repairs in ducts, conduits, pipes and specifications approved wiring, and any sewer stoppage located in, under or above the Premises, regardless of when or how the defect or other cause for repair or replacement occurred or became apparent. At the expiration of this Lease, Tenant shall surrender the Premises in writing good condition, excepting reasonable wear and tear and losses required to be restored by Landlord. All personal property of Tenant, including goods, wares, merchandise, inventory, trade fixtures and other personal property of Tenant, shall be stored at the sole risk of Tenant. Except for loss or damage resulting from the gross negligence or willful misconduct of Landlord or its employees, contractors or agents, Landlord or its agents shall not unreasonably withhold be liable for any loss or delay its approval damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Project or from the pipes, appliances or plumbing works therein or from the roof, street or subsurface or from any other places resulting from dampness or any other cause whatsoever, or from the act or negligence of any other tenant or any officer, agent, employee, contractor or guest of any such contractors, engineers, architects, plans or specificationstenant. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed It is generally understood that mold spores are present essentially everywhere and that mold can grow in most any moist location. Emphasis is properly placed on prevention of moisture and on good housekeeping and workmanlike manner using new materials of good quality and shall comply with all Requirementsventilation practices. Tenant shall not commence acknowledges the making necessity of any such Alterations until housekeeping, ventilation and moisture control (aespecially in kitchens, janitor’s closets, bathrooms, break rooms and around outside walls) all required governmental approvals and permits shall have been obtainedfor mold prevention. Without limiting the generality of the foregoing, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five adopt and implement the following guidelines: (5A) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibilityreport any maintenance problems involving water, and (d) any and all moist conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations or mold to the Outside Areas. As used property manager for the Project (the “Property Manager”) promptly and conduct its required activities in this Article, Alterations shall include a manner that prevents unusual moisture conditions or mold growth; (B) do not block or inhibit the installation flow of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, return or make-up air into the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore HVAC system; (C) maintain the Premises at Tenant's costa consistent temperature and humidity level in accordance with the Property Manager’s instructions; (D) regularly conduct janitorial activities, especially in bathrooms, kitchens and janitorial spaces, to remove mildew and prevent or correct moist conditions; and (E) maintain water in all drain taps at all times. At Landlord's requestIn signing this Lease, Tenant shall pay has first inspected the Premises and certifies that it has not observed mold, mildew or moisture within the Premises. Tenant agrees to immediately notify Landlord if it observes mold/mildew and/or moisture conditions (from any source, including leaks), and allow Landlord to evaluate and make recommendations and/or take appropriate corrective action. Except to the extent caused by Landlord's actual out-of-pocket costs ’s gross negligence or willful misconduct, Tenant relieves Landlord from any liability for any bodily injury or damages to inspect property caused by or associated with moisture or the construction growth of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show or occurrence of mold or mildew on the work performed Premises. In addition, execution of this Lease constitutes acknowledgement by Tenant that control of moisture and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alterationmold prevention are integral to its Lease obligations.

By Tenant. Tenant shall not keep the Premises in good, clean and habitable condition and shall at its sole cost and expense keep the same free of dirt, rubbish, ice or snow, insects, rodents, vermin and other pests and make all needed repairs and replacements, including replacement of cracked or permit broken glass, except for repairs and replacements required to be made any Alterations without Landlord's prior written consent, which as to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved by Landlord. Without limiting the coverage of the previous sentence, but subject to the limitation set forth in the following sentence, it is understood that Tenant’s responsibilities therein include the repair and shall be made replacement in accordance with complete all applicable Laws of all lighting, heating, air conditioning, plumbing and detailed architecturalother electrical, mechanical and engineering plans electromotive installation, equipment and specifications approved fixtures and also include all utility repairs in writing ducts, conduits, pipes and wiring, and any sewer stoppage located in, under and above the Premises, regardless of when or how the defect or other cause for repair or replacement occurred or became apparent. All repairs by Tenant shall conform, at a minimum, to the Building Standards attached hereto as Exhibit K, as the same may be modified by Landlord from time to time. All contractors and subcontractors shall be subject to Landlord’s written approval in accordance with Section 8(b)(iii). If any repairs required to be made by Tenant hereunder are not made or commenced within ten (10) days after written notice delivered to Tenant by Landlord (such time period not being subject to the notice and cure provisions of Section 17(f)), Landlord may at its option make such repairs without liability to Tenant for any loss or damage which may result to its stock or business by reason of such repairs, unless caused by the gross negligence or willful misconduct of Landlord, its employees, agents or contractors. Tenant shall pay to Landlord upon demand as Rent hereunder, the cost of such repairs plus interest at the Default Rate, such interest to accrue continuously from the date of payment by Landlord until repayment by Tenant. Notwithstanding the foregoing, Landlord shall have the right to make such repairs without notice to Tenant in the event of an emergency, or if such repairs relate to the exterior of the Premises. At the expiration of this Lease, Tenant shall surrender the Premises in good condition, excepting reasonable wear and tear and casualties not required to be repaired by Tenant. If Landlord elects to store any personal property of Tenant, including goods, wares, merchandise, inventory, trade fixtures and other personal property of Tenant, same shall be stored at the sole risk of Tenant. Unless caused by the gross negligence or willful misconduct of Landlord, its employees, agents or contractors, Landlord and its agents shall not be liable for any loss or damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Complex or from the pipes, appliances or plumbing works therein or from the roof, street or subsurface or from any other places resulting from dampness or any other cause whatsoever, or from the act or negligence of any other tenant or any officer, agent, employee, contractor or guest of any such tenant. It is generally understood that mold spores are present essentially everywhere and that mold can grow in most any moist location. Emphasis is properly placed on prevention of moisture and on good housekeeping and ventilation practices. Tenant acknowledges the necessity of housekeeping, ventilation, and moisture control (especially in kitchens, janitor’s closets, bathrooms, break rooms and around outside walls) for mold prevention. In signing this Lease, Tenant has first inspected the Premises and certifies that it has not observed mold, mildew or moisture within the Premises. Tenant agrees to promptly notify Landlord if it observes mold/mildew and/or moisture conditions (from any source, including leaks), and allow Landlord to evaluate and make recommendations and/or take appropriate corrective action. TENANT RELIEVES LANDLORD FROM ANY LIABILITY FOR ANY BODILY INJURY OR DAMAGES TO PROPERTY CAUSED BY OR ASSOCIATED WITH MOISTURE OR THE GROWTH OF OR OCCURRENCE OF MOLD OR MILDEW ON THE PREMISES, UNLESS SAME IS IN EXISTENCE ON THE DATE OF THIS LEASE OR IS CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF LANDLORD, ITS EMPLOYEES, AGENTS OR CONTRACTORS. In addition, execution of this Lease constitutes acknowledgement by Tenant that control of moisture and mold prevention are integral to its Lease obligations. Notwithstanding Tenant’s repair and maintenance obligations pursuant to this Section 8(b)(ii), if any item of Tenant’s repair and maintenance obligations set forth herein involves a capital repair, replacement, improvement and/or equipment under generally accepted accounting principles consistently applied (“Tenant Repair Capital Item”), Tenant shall provide written notice thereof to Landlord. Landlord shall not unreasonably withhold or delay its approval shall, pursuant to the receipt of any such contractorsnotice from Tenant, engineersmake such Tenant Repair Capital Item, architectsand following completion thereof, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by provide Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention (i) the total cost of such Tenant Repair Capital Item (“Tenant Repair Capital Item Cost”), (ii) the estimated useful life of such Tenant Repair Capital Item per generally accepted accounting principles consistently applied (“Useful Life”), (iii) the amortization of such Tenant Repair Capital Item Cost over such Useful Life at an interest rate equal to commence such work so that Landlord may post and file notices the “prime rate” as announced from time to time by Bank of non-responsibilityAmerica, N.A., plus one percent (1%) per annum, and (div) any the monthly amount due and all conditions payable by Tenant to Landlord's approval reimburse Landlord for that portion of such work have been satisfied to Landlord's reasonable satisfaction. the amortized Tenant shall not make any Alterations Repair Capital Item Cost applicable to the Outside Areas. As used in this Articleremainder of the Lease Term, Alterations which monthly amount shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for be paid by Tenant to make Alterations, Landlord may require that concurrently with the payment by Tenant remove any such Alterations prior to the expiration or earlier termination Landlord of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alterationmonthly Base Rent.

By Tenant. Except for any Losses from which Landlord has released or --------- with respect to which Landlord has agreed (in this Lease) to indemnify Tenant, Tenant shall defend, indemnify, and hold Landlord and its agents and employees harmless from and against any and all Losses for (i) any injury to or death of any person or persons or any damage to or theft, destruction, loss, or loss of use of any real or personal property caused by casualty, theft or fire, and any injury or damage or inconvenience that may arise through Tenant's repair or Tenant's alteration of any part of the Premises, or Tenant's failure to make repairs as required by this Lease, (ii) arising from Tenant's failure to perform its obligations under this Lease or arising from any act or omission (whether negligent, intentional or otherwise) of Tenant or Tenant's agents, employees, invitees or contractors, and (iii) any contamination of the Premises or the Project with Hazardous Substances (hereinafter defined) by Tenant, its employees, agents or contractors; provided Tenant shall not make or permit be required to be made any Alterations without Landlord's prior written consent, which as to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved by Landlordindemnify Landlord for Losses of an Indemnified Party (i) after, and shall be made in accordance with complete not proximately caused by events or circumstances that occurred or existed on or before, the Loss Cutoff Date, and detailed architectural, mechanical and engineering plans and specifications approved in writing (ii) to the extent such Losses are caused by the negligence or intentional misconduct or breach of this Lease by Landlord. Landlord shall not unreasonably withhold be liable in any event for personal injury or delay its approval loss of Tenant's property caused by fire, flood, water leaks, rain, hail, ice, snow, smoke, lightning, wind, explosion, interruption of utilities or other occurrences, except and to the extent any such contractorswater leaks, engineersexplosions, architects, plans or specificationsinterruption of utilities is caused by Landlord's negligence or intentional misconduct or breach of this Lease by Landlord. All such Alterations, once so approved, shall be made, constructed or installed by Landlord strongly recommends that Tenant at secure Tenant's expense, shall be performed own insurance in good and workmanlike manner using new materials excess of good quality and shall comply with all Requirementsthe amounts required elsewhere in this Lease to protect against the above occurrences if Tenant desires additional coverage for such risks. Tenant shall not commence the making give prompt notice to Landlord of any such Alterations until (a) all required governmental approvals and permits shall have been obtainedsignificant accidents involving injury to persons or property on the Premises. Furthermore, (b) all requirements regarding insurance imposed by unless due to the negligence or intentional misconduct or breach of this Lease have been satisfiedof Landlord, (c) Landlord shall not be responsible for lost or stolen personal property, equipment, money or jewelry from the Premises or from the public areas of the Buildings or the Project, regardless of whether such loss occurs when the area is locked against entry. Unless due to the negligence or intentional misconduct of or breach of this Lease by Landlord, Landlord shall not be liable to Tenant shall have given or Tenant's employees, customers or invitees for any damages or losses to persons or property caused by any tenants in the Buildings or the Project, or for any damages or losses caused by theft, burglary, assault, vandalism or other crimes. Landlord at least five (5) Business Days prior written notice strongly recommends that Tenant provide its own security systems and services and secure Tenant's own insurance in excess of its intention the amounts required elsewhere in this Lease to commence protect against the above occurrences if Tenant desires additional protection or coverage for such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfactionrisks. Tenant shall give Landlord prompt notice of any criminal or suspicious conduct within or about the Premises, the Buildings or the Project and/or any personal injury or property damage caused thereby. Landlord may, but is not make obligated to, enter into agreements with third parties for the provision, monitoring, maintenance and repair of any Alterations courtesy patrols or similar services or fire protective systems and equipment and, to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting extent same is provided at Landlord's approval for Tenant to make Alterationssole discretion, Landlord may require that shall not be liable to Tenant remove for any damages, costs or expenses which occur for any reason in the event any such Alterations prior to system or equipment is not properly installed, monitored or maintained or any such services are not properly provided. Landlord shall use reasonable diligence in the expiration maintenance of existing lighting, if any, in the parking garage or earlier termination of parking areas servicing the Term Premises, and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee Landlord shall not exceed two percent (2%) of be responsible for additional lighting or any security measures in the cost of each such AlterationProject, the Premises, any parking garage or other parking areas.

By Tenant. Tenant shall act with care in its use and occupancy of the Leased Premises and the fixtures therein and, at Tenant’s sole cost and expense, shall make all repairs and replacements to the Leased Premises, structural or otherwise, necessitated or caused by the acts, omissions or negligence of Tenant or any Person claiming through or under Tenant or by the use or occupancy or manner of use or occupancy of the Leased Premises by Tenant or any such Person; however the foregoing provisions of this subsection shall be subject to the provisions of Section 13. Without affecting Tenant’s obligations set forth in the preceding sentence, Tenant, at Tenant’s sole cost and expense, shall also (i) make all repairs and replacements, as and when necessary, to Tenant’s Special Installations and to any Alterations made or performed by or on behalf of Tenant or any Person claiming through or under Tenant, (ii) perform all maintenance and make all repairs and replacements, as and when necessary, to any air-conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the standard equipment and systems serving the Building) which may be installed in the Leased Premises, or elsewhere in the Building and serving the Leased Premises, by Landlord, Tenant or others, (iii) perform all maintenance and make all repairs and replacements, as and when necessary, to the antennas and satellite dishes installed by Tenant on the roof of the Building and make all repairs to the roof caused by such installation, and (iv) perform regular cleaning and janitorial services in the double-secured areas of the Leased Premises. However, except as otherwise provided in this Lease, Tenant shall not make have any right to install air-conditioning equipment, elevators, escalators, conveyors or permit mechanical systems. In addition to be made any Alterations without Landlord's prior written consentthe foregoing, which as all damage or injury to any Major Alterations may be given the Leased Premises and to its fixtures, appurtenances and equipment or withheld to the Building or to its fixtures, appurtenances and equipment caused by Tenant moving property in Landlord's sole discretion. All Alterations or out of the Building or by installation or removal of furniture, fixtures or other property by Tenant shall be performed only repaired, restored or replaced promptly by contractorsTenant, engineers or architects approved by at its sole cost and expense, to the reasonable satisfaction of Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord. Landlord shall not unreasonably withhold or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterationsaforesaid repairs, once so approved, restoration and replacements shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations class equal to the Outside Areas. As used original work or installation but in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not no event need exceed two percent (2%) of the cost of each such AlterationBuilding standards.

By Tenant. Tenant will make no changes, alterations, or improvements affecting the exterior of the Demised Premises or the structure of the Building within which the Demised Premises are located. Provided that Tenant is not then in default under this Lease, Tenant may from time to time, at its own expense and upon compliance with the requirements of Section 6.2, alter, renovate or improve the interior of the Demised Premises. All such work will be performed in a good and workmanlike manner; in accordance with accepted building practices and applicable laws, including, but not limited to, building codes and zoning ordinances; and so as not to weaken or impair the strength or lessen the value of the Building in which the Demised Premises are located. Prior to commencement of all such work, Tenant shall not make or permit to be made any Alterations without obtain Landlord's prior written consentapproval of the plans and specifications therefor ("Tenant's Plans") and either (i) arrange for Landlord to perform the work on terms and conditions acceptable to Landlord and Tenant, each in its sole discretion or (ii) bid the project out to contractors approved by Landlord in writing in advance (which approval shall not be unreasonably withheld). Tenant shall provide Landlord with a copy of the information submitted to bidders at such time as the bidders receive their copy. Regardless of the contractors who perform the work pursuant to the above, Tenant shall pay Landlord on demand prior to or during the course of such construction an amount (the "Alteration Operations Fee") equal to five percent (5%) of the total cost of the work being performed (and for purposes of calculating the Alteration Operations Fee, such cost shall include architectural and engineering fees, but shall not include permit fees) as compensation to Landlord for Landlord's internal review of Tenant's Plans and general oversight of the construction (which oversight shall be solely for the benefit of Landlord and shall in no event be a substitute for Tenant's obligation to retain such project management or other services as shall be necessary to ensure that the work is performed properly and in accordance with the requirements of this Lease). Tenant shall also reimburse Landlord for Landlord's expenses such as electrical energy consumed in connection with the work, freight elevator operation, additional cleaning expenses, additional security services, fees and charges paid to third party architects, engineers and other consultants for review of the work and the plans and specifications with respect thereto and to monitor contractor compliance with Building construction requirements, and for other miscellaneous costs incurred by Landlord as result of the work. Default by Tenant in the payment of any sums agreed to be paid by T▇▇▇▇▇ for or in connection with any work performed pursuant to this Section 7.2 (regardless of whether such agreement is pursuant to this Section 7.2 or separate instrument) shall entitle Landlord to all the same remedies as for non-payment of Rent hereunder. Any alterations, including, without limitation, moveable partitions that are affixed to the Demised Premises (but excluding moveable, free standing partitions) and all carpeting, shall at once become part of the Building and the property of Landlord. In no event shall any alterations or repairs made by, or on behalf of, Tenant be deemed to be performed by T▇▇▇▇▇ as an agent of Landlord. Further, nothing contained in this Lease will be deemed the consent or agreement of Landlord to subject Landlord's interest in the Demised Premises or the Project to liability under any mechanics' or other lien law as a result of work performed by, or on behalf of, T▇▇▇▇▇. Tenant shall comply with L▇▇▇▇▇▇▇'s reasonable procedures (as such procedures may be reasonably modified by Landlord from time to time) for ensuring Tenant's timely payment of sums due to mechanics, materialmen and suppliers performing work on any alteration or repair so as to avoid any Major Alterations liens being filed against the Demised Premises or the Project. Tenant shall give Landlord not less than ten (10) business days prior written notice of the date the construction of any alteration is to commence. Landlord may be given post and record an appropriate notice of non-responsibility with respect to any alteration and Tenant shall maintain any such notices posted by Landlord in or withheld in Landlordon the Demised Premises. L▇▇▇▇▇▇▇'s sole discretionelection any or all alterations made for or by Tenant shall be removed by Tenant from the Demised Premises at the expiration or sooner termination of this Lease and the Demised Premises shall be restored by Tenant to their condition prior to the making of the alterations, ordinary wear and tear excepted. All Alterations The removal of the alterations and the restoration of the Premises shall be performed only by contractors, engineers or architects a general contractor selected by T▇▇▇▇▇ and approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord. Landlord shall not unreasonably withhold or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, which event Tenant shall pay Landlordthe general contractor's actual out-of-pocket fees and costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement in connection with such Alterations, work. Any separate work letter or other agreement which fee is hereafter entered into between Landlord and Tenant pertaining to alterations shall not exceed two percent (2%) be deemed to automatically incorporate the terms of this Lease without the cost of each such Alterationnecessity for further reference thereto.

By Tenant. Tenant shall not make no structural alterations, additions, or permit improvements to be made the Leased Premises, or any Alterations non-structural alterations, additions or improvements which adversely affect or interfere with the operating or mechanical systems of the building, without obtaining Landlord's ’s prior written consent, which as to any Major Alterations may be given or withheld in Landlord's sole discretion. All Alterations shall be performed only by contractors, engineers or architects approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord. Landlord shall not be unreasonably withhold withheld, conditioned or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the likedelayed. As a part condition of granting Landlord's approval for Tenant to make Alterationsits consent, Landlord may require that Tenant remove to provide Landlord with all plans and specifications for the proposed alterations and with all agreements with proposed contractors and subcontractors (all of which shall be subject to Landlord’s prior written consent, which shall not be unreasonably withheld). All such alterations, additions, and improvements shall be at Tenant’s sole expense and shall be performed by qualified contractors and subcontractors. Tenant shall indemnify Landlord against all claims, demands, costs and expenses (including reasonable attorneys fees), damages and liabilities arising from or relating to the construction, installation, use or operation of any such Alterations prior alterations, additions or improvements made by or on behalf of Tenant, and against the imposition of mechanics’ or materialmen’s liens resulting from work performed by Tenant’s contractors. All improvements, additions, and alterations to the Leased Premises (except trade fixtures) shall become the property of Landlord and shall be surrendered up to Landlord upon the expiration of this Lease unless otherwise agreed by Landlord and Tenant. Landlord acknowledges that all conveyors, trade fixtures and warehousing equipment and racking are the property of Tenant. Prior to Tenant performing any alterations to the Leased Premises for which a lien could be filed against the Leased Premises or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's requestProperty, Tenant shall pay Landlord's actual out-of-pocket costs to inspect have its contractor execute and file in the construction appropriate public office a Waiver of Tenant's Alterations Mechanics’ Lien, in statutory form and to have Landlord's architect revise Landlord's drawings to show provide Landlord with an original copy thereof. Tenant agrees that its alteration or improvement work in the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee Leased Premises shall not exceed two percent (2%) be done in a manner which would create any work stoppage, picketing, labor disruption or dispute or any interference with the business of Landlord or any tenant or occupant of the cost of each such AlterationProperty.

By Tenant. Tenant shall not make agrees to indemnify, defend and hold Landlord, its officers, partners, members, agents, affiliates, management company, concessionaires and employees, harmless against any and all liabilities, claims, demands, damages, costs, and expenses, including reasonable attorneys’ fees arising in connection with: the conduct or permit management of Tenant’s business in the Premises or Facility or its use for any reason of the Premises or Facility; any failure on the part of Tenant to be made observe, perform or comply with any Alterations without Landlord's prior written consentterms, which as covenants or conditions of this Lease; any act or negligence of Tenant, its officers, agents, contractors, employees, subtenants, or invitees in or about the Premises or the Building; or loss of life, personal injury or damage to Facility caused to any Major Alterations may be given person on or withheld in Landlord's sole discretionabout the Premises. All Alterations shall be performed only In case of any action or proceeding brought against Landlord by contractors, engineers or architects approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord. Landlord shall not unreasonably withhold or delay its approval reason of any such contractorsclaim, engineersTenant, architectson notice from Landlord, plans agrees to defend the action or specificationsproceeding with counsel reasonably acceptable to Landlord, or at the election of Landlord to pay all attorney’s fees and costs incurred by Landlord in connection with any of the foregoing matters. All Without limiting the foregoing or any other waivers in favor of Landlord set forth in this Lease, Tenant will forever release and hold Landlord harmless from all claims arising out of damage to Tenant’s property unless such Alterations, once so approved, shall be made, constructed or installed by Tenant at Tenant's expense, shall be performed in good damage occurs as a result of Landlord’s grossly negligent and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all deliberate failure to make repairs required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior within a reasonable time after having received written notice of its intention to commence the need for such work so that Landlord may post and file notices of non-responsibilityrepair, and (d) any and all conditions in no event shall Landlord be liable for damage to Landlord's approval of such work Tenant’s property which is or could have been satisfied to insured against by Tenant under commonly available insurance policies. In case any such claim, action or proceeding for which Landlord is indemnified is brought against Landlord's reasonable satisfaction. , upon notice from Landlord and at Tenant’s sole cost and expense, Tenant shall not make any Alterations resist or defend such claim, action or proceeding or shall cause it to the Outside Areasbe resisted or defended by an insurer. As used The indemnifications and releases set forth in this Article, Alterations Paragraph 13.01 shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to survive the expiration or earlier other termination or other termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alterationthis lease.

By Tenant. Tenant shall, at its expense, throughout the term of this Lease, take good care of the Premises, the fixtures and appurtenances therein and Tenant's Property. Tenant shall not make be responsible for all repairs, interior and exterior, structural and non-structural, ordinary and extraordinary, in and to the Premises and the Building and the facilities and systems thereof, the need for which arises out of (a) the performance or permit existence of Tenant's work or alterations; (b) the installation, use or operation of Tenant's property in the Premises; (e) the moving of Tenant's property in or out of the Building; or (d) the act, omission, misuse, or neglect of Tenant or any of its subtenants or its or their employees, agents, contractors or invitees. Tenant, at its expense, shall promptly replace all scratched, damaged, or broken doors and glass in and about the Premises and shall be responsible for all repairs, maintenance and replacement of wall and floor coverings in the Premises and for the repair and maintenance of all sanitary and electrical fixtures therein. Tenant shall promptly make, at Tenant's expense, all repairs in or to the Premises for which Tenant is responsible, and any repairs required to be made any Alterations without Landlord's prior written consentby Tenant to the mechanical, which as to any Major Alterations may be given electrical, sanitary, heating, ventilating, air conditioning, or withheld in Landlord's sole discretion. All Alterations other systems of the Building shall be performed only by contractors, engineers or architects approved by Landlord, and shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing contractor(s) designated by Landlord. Landlord shall not unreasonably withhold or delay its approval of any such contractors, engineers, architects, plans or specifications. All such Alterations, once so approved, repairs shall be made, constructed performed at such times and in such manner as shall cause the least interference with the operation of the central systems of the Building and the use of the Building by other occupants. Any such repairs shall be subject to the supervision and control of Landlord for which Landlord may charge Tenant a reasonable fee. Any other repairs in Building or installed to the Building facilities and systems thereof for which Tenant is responsible shall be performed by Tenant Landlord at Tenant's expense, shall be performed in good and workmanlike manner using new materials of good quality and shall comply with all Requirements. Tenant shall not commence the making of any such Alterations until (a) all required governmental approvals and permits shall have been obtained, (b) all requirements regarding insurance imposed by this Lease have been satisfied, (c) Tenant shall have given Landlord at least five (5) Business Days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (d) any and all conditions to Landlord's approval of such work have been satisfied to Landlord's reasonable satisfaction. Tenant shall not make any Alterations to the Outside Areas. As used in this Article, Alterations shall include the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. As a part of granting Landlord's approval for Tenant to make Alterations, Landlord may require that Tenant remove any such Alterations prior to the expiration or earlier termination of the Term and repair any damage caused by such removal or restore the Premises at Tenant's cost. At Landlord's request, Tenant shall pay Landlord's actual out-of-pocket costs to inspect the construction of Tenant's Alterations and to have Landlord's architect revise Landlord's drawings to show the work performed by Tenant and may require payment of an administrative fee for Landlord's involvement with such Alterations, which fee shall not exceed two percent (2%) of the cost of each such Alteration.