Common use of Condition of Premises Clause in Contracts

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013Execution Date, and all other work necessary (b) Landlord shall have no obligation to alter, repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01Premises, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, except with respect to such designated portion(spayment of the TI Allowance and the Furniture Allowance. Notwithstanding the foregoing, Landlord shall deliver possession of the Premises to Tenant (m) in broom clean condition and (n) with the existing base building heating, ventilating and air conditioning system and the existing base building electrical, lighting and plumbing systems, in each case serving the Premises (collectively, the “Existing Building Systems”) in good working order (“Landlord’s Delivery Obligation”). Tenant’s taking of possession of the Premises shall, except as otherwise agreed to in writing by Landlord and Tenant, conclusively establish that the Premises, perform the Shell Work described Building and the Project were at such time in Exhibit B-1 at good, sanitary and satisfactory condition and repair and that Landlord’s Delivery Obligation was satisfied; provided that, if Landlord fails to satisfy Landlord’s Delivery Obligation (a “Delivery Shortfall”), then Tenant may, as its sole cost and expense prior exclusive remedy, deliver notice of such failure to Landlord detailing the nature of such failure (a “Shortfall Notice”); provided, further, that any Shortfall Notice must be received by Landlord no later than the date which (the “Shortfall Notice Deadline”) that is ninety (90) days following after the date Execution Date. In the event that Landlord receives a Shortfall Notice on which or before the additional space would be delivered under Section 42.01 but for Shortfall Notice Deadline, and provided that, (r) the Delivery Shortfall was not caused by (or did not arise from) (i) the misuse, misconduct, damage, destruction, negligence and/or any other action or omission of Tenant, Tenant’s contractors or subcontractors, or any of their respective employees, agents or invitees, (ii) Tenant’s failure to properly repair or maintain the Premises as required by this Lease, (iii) any modifications, Alterations or improvements constructed by or on behalf of Tenant (including the Tenant election Improvements) or (iv) any other event, circumstance or other factor arising or occurring after the Term Commencement Date and (s) Landlord agrees that the same be delivered Delivery Shortfall referenced in shell conditionsuch Shortfall Notice exists, then Landlord shall, at Landlord’s expense (and all other work necessary not as an Operating Expense), promptly remedy the Delivery Shortfall. Notwithstanding anything to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, contrary in accordance with the applicable provisions of this Lease. Tenant’s taking possession of , Landlord shall not have any portion of obligations or liabilities in connection with (y) a Delivery Shortfall except to the Premises shall be conclusive evidence that extent such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused Delivery Shortfall is identified by Tenant in a Shortfall Notice delivered to Landlord on or its agents, independent contractors or suppliers (subject before the Shortfall Notice Deadline and such Delivery Shortfall gives rise to the provisions of Section 3.01 of this Lease). No promise an obligation of Landlord to alter, remodel or improve remedy such Delivery Shortfall under the Property and no representation by Landlord or its agents respecting the condition immediately preceding sentence and/or (z) any failure of the Property has been made Existing Building Systems to Tenant or relied upon by Tenant other than as may be contained in this Lease good working order arising from or in connection with (i) the misuse, misconduct, damage, destruction, negligence and/or any written amendment hereto signed other action or omission of Tenant, Tenant’s contractors or subcontractors, or any of their respective employees, agents or invitees, (ii) Tenant’s failure to properly repair or maintain the Premises as required by Landlord this Lease, (iii) any modifications, Alterations or improvements constructed by or on behalf of Tenant (including the Tenant Improvements) or (iv) any other event, circumstance or other factor arising or occurring after the Term Commencement Date, and Tenantin any such case, no Delivery Shortfall shall be deemed to have occurred as a result thereof.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the PremisesTerm Commencement Date and (b) Landlord shall have no obligation to alter, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expenseor to pay for or construct any improvements to the Premises. Notwithstanding the foregoing, if Tenant determines within the first thirty (30) days following the Commencement Date that any of the Building systems serving the Premises are not in accordance working order (consistent with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such noticemanufacturer’s specifications), the Landlord shall, with respect to shall promptly rectify any such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 condition or detect at Landlord’s its sole cost and expense prior after receipt of written notice from Tenant within such time setting forth the nature and extent of any such condition or defect. If after expiration of such initial thirty (30) day period, Tenant is required to make repairs to any component of the date Premises for which is ninety (90) days following the date on which the additional space would be delivered Landlord may have obtained a warranty, Landlord shall, upon request by Tenant, use its good faith efforts to pursue its rights under Section 42.01 but any such warranties for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for benefit of Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking of possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair. Landlord and Tenant agree and acknowledge that the Exit Audit Report for Gemini Science dated August 20, 2006, performed by URS, the radioactive materials license release survey referenced therein, and the fume hood decontamination report dated July 18, 2008, shall constitute the baseline environmental condition of the Premises (the “Baseline Phase I”) and, notwithstanding anything to the contrary in Article 27, Tenant shall have no obligation to perform any remediation recommendations that are inconsistent with the Baseline Phase I environmental condition of the Premises.

Condition of Premises. The Premises are demised Except as expressly set forth in this Lease and in the Tenant Work Letter attached hereto as Exhibit B, Landlord shall not he obligated to Tenant provide or pay for any improvement, remodeling or refurbishment work or services related to the improvement, remodeling or refurbishment of the Premises, and Tenant accepts shall accept the same “as-is”Premises in its "As Is" condition on the Lease Commencement Date; provided, except that (a) ifhowever, not later than sixty (60) days following in the event that, as of the date of execution of this Lease, the Base, Shell and Core of the Building (as defined in Section 1 of Exhibit B), in its condition existing as of such date without regard to any of the Tenant notifies Landlord that Improvements, alterations or other improvements to be constructed or installed by or on behalf of Tenant in the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) Tenant's use of the Premises, perform and based solely on an unoccupied basis, (A) does not comply with applicable Laws in effect as of the Shell Work described in Exhibit B-1 date hereof, or (B) contains latent defects (not caused by Tenants acts or omissions), then Landlord shall be responsible, at Landlord’s its sole cost and expense prior which shall not be included in Building Operating Expenses (except as otherwise permitted in (and not excluded in) Section 4 2 hereof), for correcting any such non-compliance to September 1the extent and as and when required by applicable Laws, 2013and/or correcting any such latent defects as soon as reasonably possible after receiving notice thereof from Tenant; provided, and all other work necessary however, that if Tenant fails to prepare give Landlord written notice of any such latent defects described in clause (B) hereinabove within eighteen (18) months after the Initial Premises for Lease Commencement Date, then the correction of any such Intent defects shall, subject to Landlords repair obligations in Section 72 hereof, be Tenant’s occupancy shall be performed 's responsibility at Tenant’s 's sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Tenant has had an opportunity to inspect the condition of the Premises are demised and agrees to Tenant and Tenant accepts accept the same Premises “as-as is”, except that (a) if, not later than sixty (60) days following ” in their condition existing as of the date of this Lease, Tenant notifies without any obligation on the part of Landlord that to improve, alter, repair or clean the Initial Premises or a portion thereof in any way for Tenant’s occupancy hereunder, except as otherwise expressly provided herein. Notwithstanding the foregoing: (clearly designated in such notice to Landlorda) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1expense, 2013, and perform all other work necessary to cause the following conditions to be satisfied (“Landlord’s Section 2.3 Work”): (i) all existing Building systems and improvements (including, but not limited to, the existing HVAC, electrical and plumbing systems and all utilities serving the Premises) shall be in good working order and repair, including selective retrofit and upgrade work to certain of such Building systems as reasonably determined by Landlord to be appropriate to accommodate a standard level of laboratory improvements; (ii) the Premises and Service Annex, as defined below (excluding any improvements constructed in either of them by Tenant) and the Common Areas of the Center shall comply with all laws, rules, regulations, codes, ordinances, requirements, covenants, conditions and restrictions applicable thereto at the Rent Commencement Date, and shall comply with the terms of Landlord’s warranty set forth in Section 2.3(c) below; (iii) the roof membrane of the Building shall be replaced; (iv) any additional shell or structural work which Landlord in its sole discretion deems necessary or appropriate to prepare the Initial Premises Building for Tenant’s occupancy by Tenant (which additional work may include, but will not necessarily include or be limited to, structural reinforcement and/or voluntary seismic upgrades) shall be performed at Tenant’s sole cost substantially completed; and expense(v) Landlord shall have substantially completed construction of those portions of the Service Annex designated for exclusive or shared use by the occupant of the Building, including all systems and improvements reasonably required for the contemplated use thereof, in accordance with Section 2.3(d) below. As described in the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01Workletter, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition a detailed (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.necessarily

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the PremisesTerm Commencement Date and (b) Landlord shall have no obligation to alter, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior other than pursuant to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, terms and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Leasethe Work Letter. Tenant’s taking of possession of any portion the Premises shall, except as otherwise agreed to in writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair. Notwithstanding anything to the contrary in this Lease (but subject to the last grammatical sentence of this Section 5), Landlord hereby represents and warrants that, as of the Term Commencement Date, (y) the Premises shall be conclusive evidence that such portion in compliance with the ADA (as defined below), and (z) the (i) roof of the Premises was Building, (ii) plumbing, electrical and heating, ventilating and air conditioning systems serving the Premises, and (iii) centralized vacuum, industrial hot water and deionized water systems serving the Premises, shall be in good order working order, condition and satisfactory condition when Tenant took possessionrepair; provided, however, that Tenant’s sole and exclusive remedy for a breach of such representation and warranty shall be to deliver notice to Landlord (“Repair Notice”) on or before the date that is six (6) months after the Execution Date (such date, the “Warranty Date”) detailing the nature of such breach. In the event that Landlord receives a Repair Notice on or before the Warranty Date, Landlord shall promptly make any repairs reasonably necessary to correct the breach described in the Repair Notice (but only to the extent that Landlord determines that the breach described in the Repair Notice constitutes an actual breach of the representation and warranty provided by Landlord in subsections (y) and (z) above). The representation and warranty provided by Landlord in subsections (y) and (z) above shall expire, and be of no further force or effect, on the Warranty Date and Landlord shall not have any further obligations or liabilities in connection with such representation and warranty (except for latent defects not readily apparent from with respect to any actual breaches identified in a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has Repair Notice delivered notice to Landlord, excluding items of damage caused by Tenant to Landlord on or its agentsbefore the Warranty Date); provided, independent contractors or suppliers (subject to however, that the provisions expiration of such representation and warranty shall not derogate from Landlord’s repair and maintenance obligations under Section 3.01 18.1 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Premises are demised to shall be initially improved as provided in, and subject to, the Tenant Work Letter attached hereto as Exhibit "D" and Tenant accepts made a part hereof. The existing leasehold improvements in the same “as-is”, except that (a) if, not later than sixty (60) days following Premises as of the date of this Lease, together with the Improvements (as defined in the Tenant notifies Landlord Work Letter) may be collectively referred to herein as the "TENANT IMPROVEMENTS." The taking of possession of the Premises by Tenant shall conclusively establish that the Initial Premises or a portion thereof (clearly designated and the Project were at such time in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being satisfactory condition. Tenant hereby waives subsection 1 of Section 1932 and Sections 1941 and 1942 of the essence Civil Code of such notice)California or any successor provision of law. Landlord reserves the right from time to time, the Landlord shallbut subject to payment by and/or reimbursement from Tenant as otherwise provided herein: (i) to install, with respect to such designated portion(s) of the Premisesuse, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost maintain, repair, replace and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises relocate for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added service to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all and/or other parts of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell WorkProject pipes, time being of the essence of such notice)ducts, the Landlord shallconduits, with respect to such designated portion(s) of the Premiseswires, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell conditionappurtenant fixtures, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensemechanical systems, wherever located in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of or the Premises was in good order and satisfactory condition when Tenant took possessionProject, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord ii) to alter, remodel close or improve relocate any facility in the Property and no representation by Landlord Premises or its agents respecting the condition Common Areas or otherwise conduct any of the Property has been made above activities for the purpose of complying with a general plan for fire/life safety for the Project or otherwise and (iii) to comply with any federal, state or local law, rule or order with respect thereto or the regulation thereof not currently in effect. Landlord shall attempt to perform any such work with the least inconvenience to Tenant as possible, but in no event shall Tenant be permitted to withhold or relied upon by Tenant reduce Basic Rental or other than charges due hereunder as may be contained in this Lease a result of same, make any claim for constructive eviction or in any written amendment hereto signed by otherwise make claim against Landlord and for interruption or interference with Tenant's business and/or operations.

Condition of Premises. The Premises are demised Landlord represents and warrants to Tenant and Tenant accepts the same “as-is”that, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being as of the essence of such notice)Lease Commencement Date, the Landlord shallall mechanical, with respect to such designated portion(s) of elevator, HVAC, plumbing and electrical systems servicing the Premises, perform all structural elements of the Shell Work described in Exhibit B-1 at Landlord’s sole cost Building and expense prior to September 1the roof of the Building (collectively, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy “Building Elements”) shall be performed at Tenant’s sole cost in good working order and expensecondition, in accordance with without taking into account the applicable provisions effect thereon of this Lease and (b) as to space added any Tenant Improvements, Alterations or other modifications to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors employees or suppliers contractors; and prior to the Lease Commencement Date, Landlord shall, at no cost to Tenant, undertake such work as may be required to place such Building Elements in good working order and condition. In the event that it is determined, and Tenant notifies Landlord in writing within one hundred twenty (120) days after the Lease Commencement Date, that such representation and warranty above is untrue as of the Lease Commencement Date, and such failure was not caused by Tenant, then it shall be the obligation of Landlord, and the sole right and remedy of Tenant, after receipt of written notice from Tenant setting forth with specificity the nature of the failed performance, to promptly, within a reasonable time and at no cost to Tenant, to correct such failure. Tenant’s failure to give such written notice to Landlord within one hundred twenty (120) days after the Lease Commencement Date shall constitute a conclusive presumption that the Premises and all Building Elements were in good working order and condition as of the Lease Commencement Date. Except as provided in the preceding sentence, having made such inspection of the Premises, the Building and the Project as it deemed prudent and appropriate (including, without limitation, testing for the presence of mold), Tenant hereby accepts the Premises in their condition existing as of the Delivery Date, “AS-IS” and “WITH ALL FAULTS” subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property use and no representation by Landlord or its agents respecting the condition of the Property has been made Premises, and any covenants or restrictions, liens, encumbrances and title exceptions of record, and accepts this Lease subject thereto and to Tenant or relied upon all matters disclosed thereby and by Tenant other than any exhibits attached hereto. Except as may be contained specifically set forth in this Lease and in the Work Letter, Landlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Premises. Tenant acknowledges that, except as expressly set forth herein, neither Landlord nor any agent of Landlord has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Tenant’s business. Neither party has been induced to enter into this Lease by, and neither party is relying on, any representation or warranty outside those expressly set forth in this Lease. Neither Landlord nor anyone acting on its behalf shall be liable for, nor shall this Lease be subject to rescission on account of, the nondisclosure of any written amendment hereto signed by Landlord and Tenantfacts. Tenant expressly waives any right to rescission and/or damages based on nondisclosure of any facts.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) ifit is fully familiar with the condition of the Premises and agrees to take the same in its condition “as is” as of the Execution Date and (b) Landlord shall have no obligation to alter, not later than repair or otherwise prepare the Premises for Tenant’s occupancy or to pay for or construct any improvements to the Premises, except with respect to the Landlord Work, the TI Allowance and Landlord’s Delivery Obligation (as defined below, but subject to the terms below). Tenant’s taking of possession of the Premises shall, except as otherwise agreed to in writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair (provided that Landlord shall remain obligated to complete any punch list items in connection with the Initial Landlord Work (provided that Landlord agrees that any such items are punch list items)). 5.1. Notwithstanding anything to the contrary in this Article, Landlord shall deliver the Premises to Tenant on the Term Commencement Date with the Building systems that Landlord is required to repair and maintain hereunder, including the heating, ventilating, air conditioning (but excluding any supplemental cooling system installed with respect to any server room in the Premises), electrical, plumbing and fire and life safety systems serving the Premises in good working order, condition and repair as of the Term Commencement Date (“Landlord’s Delivery Obligation”). 5.2. In the event that Landlord fails to satisfy Landlord’s Delivery Obligation, and Tenant delivers written notice to Landlord (“Repair Notice”) on or before the date that is sixty (60) days following after the date of this LeaseTerm Commencement Date (such date, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord“Repair Notice Date”) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform detailing the Shell Work, time being of the essence nature of such notice)failure, the then Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at as Tenant’s sole cost and expenseexclusive remedy for such failure, promptly make any repairs reasonably necessary to correct such failure. Landlord shall not have any obligations or liabilities in connection with a failure to satisfy Landlord’s Delivery Obligation except to provide the express remedies set forth in the immediately preceding grammatical sentence in connection with a failure identified by Tenant in a Repair Notice delivered to Landlord on or before the Repair Notice Date. 5.3. For the sake of clarity, in accordance with the applicable provisions no event shall anything in this Article 5 be construed to relieve Tenant of this Lease and (b) as to space added any costs or obligations related to the Premises pursuant to Section 42.01normal operation, if Tenant elects as provided therein, that some or all repairs and maintenance of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform relevant systems and equipment that are the Shell Work, time being subject of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantDelivery Obligation.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that Within thirty (a) if, not later than sixty (6030) days following after completion of the date of this LeaseTenant Improvements, Tenant notifies Landlord that the Initial Premises or shall conduct a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being walk-through inspection of the essence Premises with Landlord and complete a punch-list of such notice)items needing additional work by Landlord. Other than the items specified in the punch- list, the Landlord shall, with respect to such designated portion(s) by taking possession of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy Tenant shall be performed at Tenant’s sole cost and expense, in accordance deemed to have accepted the Premises as improved with the Tenant Improvements in good, clean and completed condition and repair, subject to all applicable provisions of this Lease laws, codes and (b) as ordinances. The punch-list to space added be prepared by Tenant shall not include any damage to the Premises pursuant to Section 42.01caused by Tenant's move-in, if Tenant elects as provided therein, that some or all of the space so added which damage shall be delivered in shell condition (but absent such notice repaired or corrected by Tenant, at its expense. Tenant acknowledges that neither Landlord will not otherwise be obligated nor its Agents have agreed to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior undertake any Alterations or construct any Tenant Improvements to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered Premises except as expressly provided in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises If Tenant fails to submit a punch-list to Landlord within such thirty (30) day period, it shall be conclusive evidence deemed that there are no items needing additional work or repair. Landlord's contractor shall complete all reasonable punch-list items within thirty (30) days after the walk-through inspection or as soon as practicable thereafter. Upon completion of such portion of the Premises was punch-list items, Landlord shall so notify Tenant. Tenant shall approve such completed items in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice writing to Landlord. If Tenant fails to reasonably approve such items within fifteen (15) days of notice of completion by Landlord, excluding such items of damage caused shall be deemed approved by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. (A) The Premises are demised to shall be accepted by Tenant and Tenant accepts the same “in its as-is”is condition except as set forth in Exhibit “B” hereof to the contrary. Notwithstanding the foregoing, except that nothing herein shall relieve Landlord from its obligation to repair latent defects in the Premises and subject to Landlord’s obligations in Section 22(D) below. (aB) if, not later than sixty (60) days following Prior to the date of this LeaseCommencement Date, Tenant notifies Landlord that will inspect the Initial Demised Premises or a portion thereof (clearly designated in such notice to Landlord) are and its acceptance of the occupancy of the Premises shall be deemed to be delivered an acknowledgment that it is fully familiar with its condition and except as explicitly stated in shell condition this Agreement, including Exhibits, to the contrary is leasing same in its then “AS-IS” condition. (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord C) Tenant shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, keep the Premises and every part thereof in accordance good condition and repair, ordinary wear and tear, casualty and condemnation excepted, and in compliance with all applicable laws. Tenant shall upon the applicable provisions expiration or sooner termination of this Lease and (b) as to space added hereof surrender the Premises to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered Landlord in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell good condition, ordinary wear and all other work necessary to prepare the space so added under tear, casualty and condemnation excepted. Except as set forth in Section 42.01 for Tenant’s occupancy 22(D) and Exhibit “B”, Landlord shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord have no obligation whatsoever to alter, remodel remodel, improve, repair, decorate or improve paint the Property Premises or any part thereof and the parties hereto affirm that Landlord has made no representation by Landlord or its agents representations to Tenant respecting the condition of the Property has been made Premises or the Building. (D) Notwithstanding the provisions of Section 22(C) hereof, Landlord shall repair and maintain the structural portions of the Building, including the basic plumbing, air conditioning, heating, and electrical systems, installed or furnished by Landlord, to the point of connection for services to the Premises, unless such maintenance and repairs are caused in part or in whole by the act, neglect, fault or omission of the Tenant, its agents, servants or employees, in which case Tenant shall directly and individually, pay to Landlord the reasonable cost of such maintenance and repairs. Landlord shall not be liable for any failure to make any such repairs or relied upon to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant other than Tenant. Except as may be contained hereinafter provided, there shall be no abatement of Rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business arising from the making of any repairs, alterations or improvements in this Lease or to any portion of the Building or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant waives the right to make repairs at Landlord’s expense under any written amendment hereto signed by law, statute or ordinance now or hereafter in effect. (E) Landlord and Tenantshall be responsible for the janitorial services for the Premises described in Exhibit “E” hereto. Tenant shall pay monthly in advance Additional Rent of $0.85/sf per annum ($408.28 per month) for janitorial services from the Commencement Date through the Rent Commencement Date.

Condition of Premises. The Except as otherwise provided in this Section 6.1 below and the Tenant Work Letter, Tenant shall accept each Suite Space in the Premises are demised in its “AS-IS” condition as of the date of execution of this Lease and the date Landlord delivers possession of each such applicable Suite Space in the Premises to Tenant Tenant, and Tenant accepts the same “as-is”, except that Landlord shall have no obligation to (a) ifperform any work therein, not later than sixty including, without limitation, demolition of any improvements existing therein or the design, permitting or construction of any tenant finish work, alterations or other improvements therein, or (60b) days following pay for, or reimburse Tenant for, or provide Tenant with an allowance to help Tenant pay for, any costs related to the demolition or the design, permitting or construction of any alterations or improvements therein. Notwithstanding the foregoing to the contrary, if (i) as of the date of this Leasedelivery by Landlord to Tenant of each Suite Space in the Premises, the Building’s base building mechanical, electrical, gas, HVAC, plumbing and/or life-safety systems serving such Suite Space are not in good order, condition and repair (a “Defective Condition”), and (ii) Tenant notifies becomes aware and delivers to Landlord that written notice (the Initial Premises or a portion thereof (clearly designated in such notice to Landlord“Defect Notice”) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such noticeDefective Condition described hereinabove by the date which is six (6) months after such date of delivery (the “Outside Date”), the then Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense expense, do that which is necessary to correct such Defective Condition identified in the Defect Notice (the “Corrective Work”) within a reasonable period of time after Landlord receives the Defect Notice. If Tenant fails to deliver the Defect Notice to Landlord on or prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01Outside Date, if Tenant elects as provided therein, that some or all of the space so added Landlord shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated have no obligation to perform the Shell Work, time being of the essence Corrective Work described hereinabove (but such release of such notice)obligation shall not relieve Landlord of its other obligations under this Lease, the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered including under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease8.1 below). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts After the same “as-is”, except that (a) if, not later than sixty (60) days following the date Expiration Date or earlier termination of this Lease, Tenant notifies Landlord that or the Initial Premises or a portion thereof (clearly designated in such notice termination of Tenant’s right to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of possess the Premises, perform Tenant shall (i) deliver to Landlord the Shell Work described Premises in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1a safe, 2013“broom clean,” neat, sanitary, and operational condition with all other work necessary improvements and alterations as set forth in Section 6.4 located thereon in good repair and condition, reasonable wear and tear excepted (subject, however, to prepare the Initial Premises for Tenant’s occupancy shall be performed maintenance obligations), and with the HVAC System, lights and light fixtures (including ballasts), and overhead doors and related equipment in good working order, (ii) deliver to Landlord the Premises with cleaned floors, (iii) deliver to Landlord all keys and parking and access cards to the Premises, (iv) remove all signage placed on the Premises, the Building, the Project, or the Land by or at Tenant’s request, and (v) remove all racking and repair any damage caused thereby. All fixtures, alterations, additions, and improvements (whether temporary or permanent) shall be Landlord’s property and shall remain on the Premises, unless removal was required as a condition to Landlord’s consent thereto. Notwithstanding the foregoing, Tenant shall remove all unattached trade fixtures, furniture, and personal property placed in the Premises by Tenant (but Tenant shall not remove any such item which was paid for, in whole or in part, by Landlord). All items not so removed shall, at the sole cost option of Landlord, be deemed abandoned by Tenant and expensemay be appropriated, sold, stored, destroyed, or otherwise disposed of by Landlord without notice to Tenant and without any obligation to account for such items, and Tenant shall pay for the costs incurred by Landlord in connection therewith. All work required of Tenant under this Section 17 shall be coordinated with Landlord and be done in a good and workmanlike manner, in accordance with all Laws (defined below), and so as not to damage the applicable provisions Building or unreasonably interfere with other tenants’ use of their premises. Tenant shall, at its expense, repair all damage caused by any work performed by Tenant under this Lease and (b) as Section 17, provided that in the case of alterations or improvements that Tenant is required to space added remove, Tenant shall restore the Premises to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense existing prior to the date which is ninety installation of such alterations. If Tenant fails to perform work under this Section 17, Tenant shall pay all costs incurred by Landlord in performing such work within ten (9010) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenantafter Landlord’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantrequest thereof.

Condition of Premises. The Premises are demised Except as expressly set forth in this Lease and in the Tenant Work Letter, Landlord shall not be obligated to Tenant provide or pay for any improvement, remodeling or refurbishment work or services related to the improvement, remodeling or refurbishment of the Premises, and Tenant accepts shall accept the same Premises in its “as-is”As Is” condition on the Lease Commencement Date; provided, except that (a) ifhowever, not later than sixty (60) days following in the event that, as of the date of execution of this Lease, the Building’s “Systems and Equipment” (as defined in Section 4.2.4 of this Lease), in their condition existing as of such date without regard to any of the Tenant notifies Landlord that Improvements, alterations or other improvements existing in the Initial Premises as of the date hereof and/or to be constructed or installed by or on behalf of Tenant in the Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) Tenant’s use of the Premises, perform the Shell Work described in Exhibit B-1 and based solely on an unoccupied basis, contains latent defects, then Landlord shall be responsible, at Landlord’s its sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise permitted in Section 4.2 hereof), for correcting any such latent defects as soon as reasonably possible after receiving notice thereof from Tenant; provided, however, that if Tenant fails to September 1give Landlord written notice of any such latent defects within twelve (12) months after the Lease Commencement Date, 2013then the correction of any such latent defects shall, subject to Landlord’s repair obligations in Section 7.2 hereof (and all other work necessary to prepare the Initial Premises for extent such correction is a responsibility of Tenant pursuant to Section 7.1 hereof), be Tenant’s occupancy shall be performed responsibility at Tenant’s sole cost and expense. Pursuant to Civil Code Xxxxxxx 0000, in accordance with Xxxxxxxx xxxxxx that, as of the applicable provisions of this Lease and (b) as to space added to date hereof, the Premises pursuant has not undergone inspection by a Certified Access Specialist (“CASp”) to determine whether the Premises meet all applicable construction-related accessibility standards under California Civil Code Section 42.0155.53. Tenant also acknowledges that, if Tenant elects except as provided thereinotherwise expressly set forth in this Lease, that some neither Landlord nor any agent of Landlord has made any representation or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, warranty with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior Building, or the Project or their condition, or with respect to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but suitability thereof for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for conduct of Tenant’s occupancy business (including, but not limited to, any zoning/conditional use permit requirements which shall be performed at Tenant’s sole cost responsibility and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of failure to obtain any portion of the Premises such zoning/use permits (if any are required) shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of affect Tenant’s obligations under this Lease). No promise The taking of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition possession of the Property has been made to Tenant or relied upon Premises by Tenant other than as may be contained shall conclusively establish that the Premises (including the Tenant Improvements therein), the Building and the Project were at such time complete and in this Lease good, sanitary and satisfactory condition and without any obligation on Landlord’s part to make any alterations, upgrades or in any written amendment hereto signed by Landlord and Tenantimprovements thereto.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”Landlord may, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s its sole cost and expense, and commencing before or after execution hereof, renovate the Premises as described on Exhibit C attached hereto (the "Renovations"). Landlord may modify the scope of the Renovations at its sole and absolute discretion, and Tenant's obligations hereunder are not contingent upon Landlord's completion of the Renovations or Landlord making any other improvements to the Premises. Landlord shall construct such Renovations in accordance coordination with the applicable provisions of this Lease and (b) Tenant so as to space added minimize the impact on Hotel operations to the Premises pursuant to Section 42.01, if extent reasonably possible. Tenant elects as provided therein, represents that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of it has examined the Premises, perform is satisfied with the Shell Work described physical condition thereof and agrees to accept same in Exhibit B-1 at Landlord’s sole cost and expense prior "AS IS" condition. Tenant further acknowledges that Landlord has not made any representation as to such physical condition, the rents, leases, expenses of operation or any other matter or thing affecting or relating to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell conditionPremises, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantherein expressly set forth. AS A MATERIAL INDUCEMENT TO LANDLORD'S ENTERING INTO THIS LEASE, (A) LANDLORD EXPRESSLY DISCLAIMS AND TENANT ACKNOWLEDGES AND ACCEPTS THAT LANDLORD HAS DISCLAIMED MAKING ANY REPRESENTATIONS, WARRANTIES, OR ASSURANCES WITH RESPECT TO THE PREMISES OTHER THAN AS SPECIFICALLY SET OUT HEREIN, SPECIFICALLY INCLUDING, BUT NOT LIMITED TO, REPRESENTATIONS OR WARRANTIES AS TO MATTERS OF TITLE, ZONING, TAX CONSEQUENCES, PHYSICAL CONDITION, OPERATING HISTORY OR PROJECTIONS, VALUATIONS, GOVERNMENTAL APPROVALS OR GOVERNMENTAL REGULATIONS AND (B) TENANT AGREES THAT WITH RESPECT TO THE PREMISES IT WILL RELY UPON ITS INSPECTIONS THEREOF OR ITS DETERMINATIONS NOT TO INSPECT THE SAME, DOES HEREBY ACCEPT THE PROPERTY IN ITS "AS IS" CONDITION, WITH ALL DEFECTS, AND· WITHOUT REFERENCE TO HABITABILITY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE.

Condition of Premises. The Tenant hereby agrees to accept the Premises are demised to Tenant (including the Existing Premises and Tenant accepts the same Expansion Space) in its “as-is”” condition and Tenant hereby acknowledges that Landlord, except as otherwise provided below and in the Lease, shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Premises. Tenant also acknowledges that (a) ifLandlord has made no representation or warranty regarding the condition of the Premises except as set forth in the Lease. Notwithstanding anything above to the contrary, not later than sixty (60) days following in the event that, as of the date of execution of this Second Amendment, the Building’s “Systems and Equipment” (as defined in Section 4.2.4 of the Original Lease), in their condition existing as of such date without regard to any of the Tenant notifies Landlord that Improvements, alterations or other improvements existing in the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are Expansion Space as of the date hereof and/or to be delivered constructed or installed by or on behalf of Tenant in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being Expansion Space or Tenant’s use of the essence of such notice)Expansion Space, the and based solely on an unoccupied basis, contains latent defects, then Landlord shallshall be responsible, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s its sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise permitted in Section 4.2 of the Original Lease), for correcting any such latent defects as soon as reasonably possible after receiving notice thereof from Tenant; provided, however, that if Tenant fails to September 1give Landlord written notice of any such latent defects within twelve (12) months after the Expansion Commencement Date, 2013then the correction of any such latent defects shall, subject to Landlord’s repair obligations in Section 7.2 of the Original Lease (and all other work necessary to prepare the Initial Premises for extent such correction is a responsibility of Tenant pursuant to Section 7.1 of the Original Lease), be Tenant’s occupancy shall be performed responsibility at Tenant’s sole cost and expense. Pursuant to Civil Code Xxxxxxx 0000, in accordance with the applicable provisions of this Lease and (b) Xxxxxxxx xxxxxx that, as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)date hereof, the Landlord shall, with respect Expansion Space has not undergone inspection by a Certified Access Specialist (“CASp”) to such designated portion(s) of determine whether the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered Expansion Space meet all applicable construction-related accessibility standards under California Civil Code Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant55.53.

Condition of Premises. The Notwithstanding anything in the Lease to the contrary, Tenant is in possession of the Premises, and Tenant has and hereby agrees to accept the Premises are demised in its existing “AS-IS,” “WHERE-IS,” and “WITH ALL FAULTS” condition, and Landlord shall have no obligation whatsoever to refurbish or otherwise improve the Premises at any time through the expiration of the Extension Term; provided, however, notwithstanding the foregoing, Landlord shall provide Tenant with an allowance of up to (but not to exceed) a total of $51,305.00 (equal to $1.00 per usable square foot in the Premises) (“Allowance”), which Allowance shall be disbursed to Tenant as a reimbursement of Tenant’s expenses paid by Tenant to third-parties in connection with leasehold improvements made by Tenant to the Premises, which leasehold improvements shall be constructed in accordance with and subject to all of the existing terms and provisions of the Lease, including, without limitation, Paragraph 4(b) of the Lease. In the event Tenant accepts desires any such reimbursement of the same “as-is”Allowance, except Tenant shall notify Landlord of the amounts that Tenant wants reimbursed (aand such request shall include actual copies of paid invoices reflecting amounts Tenant desires to have reimbursed) if, not later than within sixty (60) days following the date Extension Term Commencement Date, and, notwithstanding anything herein to the contrary, if Tenant fails to so notify Landlord in writing of this Leasesuch amounts Tenant desires to have reimbursed within said sixty (60) day period, Tenant notifies shall not be entitled to any such reimbursement and all such Allowance shall belong to Landlord that and Tenant shall have no rights thereto. Landlord’s payment of the Initial Premises Allowance, or a such portion thereof as Tenant may be entitled to, shall be made within thirty (clearly designated in such notice to Landlord30) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being days after each and all of the essence of such notice), following conditions shall have been satisfied: (a) the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy improvements shall be performed at Tenant’s sole cost and expense, have been completed in accordance with the applicable provisions plans submitted to and approved by Landlord in accordance with Paragraph 4(b) of this Lease and the Lease; (b) as Tenant shall have delivered to space added to Landlord satisfactory evidence that all mechanics’ lien rights of all contractors, suppliers, subcontractors, or materialmen furnishing labor, supplies or materials in the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some construction or all installation of the space so added leasehold improvements have been unconditionally waived, released, or extinguished; (c) Tenant shall be have delivered in shell condition (but absent such notice to Landlord will not otherwise be obligated to perform paid receipts or other written evidence satisfactorily substantiating the Shell Work, time being actual amount of the essence construction costs of such notice), the leasehold improvements; and (d) Tenant shall not then be in default of any of the provisions of the Lease. Tenant acknowledges and agrees that any obligations of Landlord shall, originally existing in the Lease to complete leasehold improvements and/or furnish allowance with respect to such designated portion(s) of the Premises, perform the Shell Work described if any, have been completed and/or satisfied in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell conditiontheir entirety, and all other work necessary to prepare any provisions in the space so added under Section 42.01 Lease providing for Tenant’s occupancy shall be performed at Tenant’s sole cost such obligations are hereby null and expense, in accordance with the applicable provisions void and of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into no further force or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenanteffect.

Condition of Premises. The Premises are demised to Except as expressly set forth in this Lease and in the Tenant and Tenant accepts the same “as-is”Work Letter, except that (a) if, Landlord shall not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform provide or pay for any improvement, remodeling or refurbishment work or services related to the Shell Workimprovement, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) remodeling or refurbishment of the Premises, perform and Tenant shall accept the Premises in its “As Is” condition on the Lease Commencement Date: provided, however, in the event that, during the first twelve (12) months of the Lease Term, the Base, Shell Work described and Core of the Building (as defined in Section 1 of Exhibit B-1 B) without regard to any alterations or other improvements to be constructed or installed by Tenant in the Premises or Tenant’s use of the Premises, (A) does not comply with applicable laws, seismic, fire and life safety codes, and the ADA, in effect as of the date hereof, or (B) contains defects, then Landlord shall be responsible, at Landlord’s its sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise permitted in Section 4.2 hereof), for correcting any such non-compliance to September 1the extent required by applicable laws, 2013and/or correcting any such defects as soon as reasonably possible after receiving notice thereof from Tenant; provided, however, that if Tenant fails to give Landlord written notice of any such defects described in clause (B) hereinabove within twelve (12) months after the Lease Commencement Date, then the correction of any such defects shall, subject to Landlord’s repair obligations in Section 7.2 hereof (and all other work necessary to prepare the Initial Premises for extent such correction is a responsibility of Tenant pursuant to Section 7.1 hereof), be Tenant’s occupancy shall be performed responsibility at Tenant’s sole cost and expense. Pursuant to Civil Code Xxxxxxx 0000, in accordance with Xxxxxxxx xxxxxx that, as of the applicable provisions of this Lease and (b) as to space added to date hereof, the Premises pursuant has not undergone inspection by a Certified Access Specialist (“CASp”) to determine whether the Premises meet all applicable construction-related accessibility standards under California Civil Code Section 42.0155.53. Tenant also acknowledges that, if Tenant elects except as provided thereinotherwise expressly set forth in this Lease, that some neither Landlord nor any agent of Landlord has made any representation or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, warranty with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior Building, or the Project or their condition, or with respect to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but suitability thereof for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for conduct of Tenant’s occupancy business (including, but not limited to, any zoning/conditional use permit requirements which shall be performed at Tenant’s sole cost responsibility and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of failure to obtain any portion of the Premises such zoning/use permits (if any are required) shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of affect Tenant’s obligations under this Lease). No promise Subject to Landlord’s delivery obligations hereunder, the taking of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition possession of the Property has been made to Tenant or relied upon Premises by Tenant other than as may be contained shall conclusively establish that the Premises (including the Tenant Improvements therein), the Building and the Project were at such time complete and in this Lease good, sanitary and satisfactory condition and without any obligation on Landlord’s part to make any alterations, upgrades or in any written amendment hereto signed by Landlord and Tenantimprovements thereto.

Condition of Premises. 22.01 The parties acknowledge that Tenant has inspected the Premises are demised and the Building and is fully familiar with the physical condition thereof and Tenant agrees to accept the Premises at the commencement of the Term in its then “as is” condition, subject to the performance by Landlord of Landlord’s Work (as defined below). Except for the performance of Landlord’s Work, Tenant acknowledges and agrees that Landlord shall have no obligation to do any work in or to the Premises in order to make it suitable and ready for occupancy and use by Tenant. The above notwithstanding, Landlord shall ensure that the base Building systems servicing the Premises (and for which Landlord is required to provide services to Tenant and hereunder) are in working order on the Commencement Date (which, in some instances, may be deemed to be in working order at the core connection point to such system, as distribution of same may be part of Landlord’s Work). Landlord shall be responsible to cure any latent defects in Landlord’s Work for a period of one (1) year from the Commencement Date, provided that Tenant accepts provides notice to Landlord of any such latent defects prior to the same “asexpiration of said 1-is”, except that year period. (a) if, not By no later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date hereof (time being of the essence with respect to such date), Tenant shall be entitled to request modifications (without same being deemed a Change Order (as defined below)) to be made to the schematic drawings annexed hereto as Exhibit D which modifications shall be limited to changes to the finishes to be used in Landlord’s Work and/or the specifications related to Tenant’s supplemental air-conditioning system, provided, however, in no event shall Tenant be entitled to request any modifications to the layout of the Premises shown on Exhibit D other than to add a room (within the Premises) shown housing Tenant’s supplemental air-conditioning equipment shown on Exhibit D. If Tenant requests such modifications, as detailed above, Tenant shall request same in a notice to Landlord (a “Work Modification Notice”), which Work Modification Notice shall detail the additional space would requested modifications with specificity. Any such modifications requested by Tenant pursuant to the Work Modification Notice shall be delivered under Section 42.01 but subject to Landlord’s approval, to be granted or withheld in accordance with the terms and conditions of Article 8 hereof (as if such modifications were an Alteration thereunder). Any actual delays experienced by Landlord in the substantial completion Landlord’s Work as a result of reviewing, approving or performing any approved modifications requested by Tenant (and not arising due to any delays caused by Landlord in connection with same) detailed in a Work Modification Notice shall be deemed to be a Tenant Delay (as defined below). Landlord shall prepare construction drawings (the “Drawings”) for the Tenant election that installation of alterations, installations, materials, finishes and improvements in the same be delivered in shell condition, and all other work necessary Premises to prepare the space so added under Section 42.01 same for Tenant’s initial occupancy thereof (“Landlord’s Work”). The Drawings shall be substantially in accordance with the schematic drawings annexed hereto as Exhibit D and shall include any modifications requested by Tenant in a Work Modification Notice that have been approved by Landlord (as detailed above). (b) If Tenant requests any modifications to Landlord’s Work and/or the Drawings, which request shall be made in writing to Landlord specifying in detail the scope of such modification, any such deviation or modification shall be subject to Landlord’s approval in accordance with the provisions with Article 8 hereof. Any deviation in Landlord’s Work from the schematic drawings annexed hereto as Exhibit D that is requested by Tenant or any requested modification by Tenant to the Drawings shall be referred to as a “Change Order”. Promptly following Landlord’s receipt of a Change Order request from Tenant, Landlord shall notify Tenant of (i) the estimated additional costs (or cost savings) that Landlord would incur in connection with the performance of such Change Order (at Landlord’s actual cost without xxxx-up, other than a five (5%) fee imposed by Landlord with respect to all Change Orders) and (ii) the estimated additional time, if any, to be incurred by Landlord in connection with the performance of the Landlord’s Work due to such Change Order. Within three (3) Business Days following Landlord’s notice pursuant to the preceding sentence, Tenant shall notify (a “Change Order Notice”) Landlord if Tenant wants Landlord to proceed with the Change Order, in which case (x) Tenant shall be solely responsible for the net additional cost thereof and shall pay same to Landlord as Additional Rent hereunder and (y) any actual delay in the substantial completion of Landlord’s Work to the extent due to such Change Order shall be deemed a Tenant Delay hereunder. If Tenant fails to send a Change Order Notice within the time period set forth above or if Tenant elects that Landlord not perform the Change Order or if a Change Order request has not been approved by Landlord, Landlord shall have no obligation to perform the Change Order as part of the Landlord’s Work. Further, if and to the extent Landlord is actually delayed in performing the Landlord’s Work due to a Change Order (e.g., if Landlord stops work already in progress due to a Change Order request), the aggregate time elapsed after the submission of a Change Order request by Tenant through and including the later to occur of (a) the date Tenant sends a Change Order Notice or the date Tenant notifies Landlord that Tenant is electing not to proceed with such Change Order or (b) the expiration of the date on which Tenant may send a Change Order Notice shall constitute a Tenant Delay hereunder. (c) Anything to the contrary herein notwithstanding, the preparation of the Drawings and the performance of Landlord’s Work shall be performed at Tenant’s sole cost and expense, except that Landlord shall contribute to the cost thereof up to the amount of $1,657,035.00 (the “Landlord’s Contribution”). Following completion of the Drawings, Landlord shall obtain a bid or bids to perform Landlord’s Work, and Landlord shall select the lowest qualified bidder to perform Landlord’s Work. Within ten (10) days following Landlord’s notice to Tenant of the estimated total cost to prepare the Drawings and perform Landlord’s Work (collectively, the “Estimated Total Cost”), Tenant shall pay to Landlord an amount equal to the difference (the “Tenant’s Contribution”) between the Estimated Total Cost less the Landlord’s Contribution, which amount shall be deemed Additional Rent hereunder. If Tenant fails to timely pay the Tenant’s Contribution to Landlord same shall be deemed to be a Tenant Delay hereunder. If the actual total cost of preparing the Drawings and performing Landlord’s Work (the “Actual Total Cost”) exceeds the Estimated Total Cost, then Tenant shall be solely responsible for paying the excess amount, which amount shall be payable by Tenant to Landlord within ten (10) days of demand therefor (and same shall be deemed Additional Rent hereunder), which amount or amounts may be requested by Landlord on one or more occasions during the performance or following the completion of Landlord’s Work. Tenant’s failure to timely pay such excess shall be deemed a Tenant Delay hereunder. 22.03 Promptly following the completion of the Drawings (and the issuance of any required permits from the applicable governing authority), Landlord shall perform the work set forth in the Drawings (as may be modified) in accordance with all Applicable Laws (though Landlord shall not be required to obtain any approvals or sign-offs from any applicable governing authority until after the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was Commencement Date) and in good order and satisfactory condition when Tenant took possessiona good, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (workmanlike manner subject to the provisions of Section 3.01 terms of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantArticle 22.

Condition of Premises. The Except to the extent that Landlord is obligated to construct improvements in the Premises, as provided on a Rider 101 attached to this Lease, and except for Landlord’s agreement to complete or correct “punch list items,” as described in the second paragraph of this Section 4.01, the Premises are demised delivered to Tenant and Tenant accepts the same are being leased “as-is”AS IS” and “WITH ALL FAULTS,” and Landlord makes no representation or warranty of any kind, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises expressed or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shallimplied, with respect to such designated portion(s) the condition of the Premises (including habitability, fitness or suitability for particular purpose of the Premises, perform or that the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare Building or the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added improvements to the Premises pursuant to Section 42.01have been constructed in a good and workmanlike manner). TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, if Tenant elects as provided thereinLANDLORD HEREBY DISCLAIMS, that some or all AND TENANT WAIVES THE BENEFIT OF, ANY AND ALL IMPLIED WARRANTIES, INCLUDING IMPLIED WARRANTIES OF HABITABILITY, FITNESS OR SUITABILITY FOR PURPOSE, OR THAT THE BUILDING OR THE IMPROVEMENTS IN THE PREMISES HAVE BEEN CONSTRUCTED IN A GOOD AND WORKMANLIKE MANNER. The taking of possession of the space so added shall be Premises by Tenant conclusively establishes that the Premises and the Building were at that time in satisfactory order and condition except for (i) minor matters of structural, mechanical, electrical, and finish adjustment in the Premises (commonly referred to as “punch list items”) specified in reasonable detail on a list delivered in shell condition by Tenant to Landlord within fifteen (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (9015) days following after the date on which Tenant takes possession of the additional space would be delivered under Section 42.01 but for the Premises and (ii) defects not discoverable on inspection and about which Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s notifies Landlord within one (1) year after taking possession of the Premises. Landlord neither makes nor offers any portion other construction warranties of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into any kind or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantnature whatsoever.

Condition of Premises. Tenant hereby agrees that the Premises shall be taken "as is", "without any representations or warranties", subject to latent defects and except as expressly set forth herein, and Tenant hereby acknowledges and agrees that it has investigated and inspected the condition of the Premises and the suitability of same for Tenant's purposes. The Premises are demised to Tenant shall be initially improved as provided in, and Tenant accepts subject to, the same “as-is”, except that (a) if, not later than sixty (60) days following the date terms of this LeaseLease and the Tenant Work Letter attached hereto as Exhibit C and made a part hereof. The work described on attached Exhibit C is referred to herein as the "Tenant's Work." Landlord reserves the right from time to time, but subject to payment by and/or reimbursement from Tenant notifies Landlord that as otherwise provided herein: (i) to install, use, maintain, repair, replace and relocate for service to the Initial Premises and/or other parts of the Building pipes, ducts, conduits, wires, appurtenant fixtures, and mechanical systems, in the Premises or a portion thereof (clearly designated in the Building provided that such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will work does not otherwise be obligated to perform the Shell Work, time being unreasonably interfere with Tenant's intended use of the essence of Premises and/or Tenant's operations within the Premises, and provided that such notice), work does not reduce the Landlord shall, with respect to such designated portion(s) size of the Premises, perform (ii) to alter, close or relocate any facility in the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some Common Areas or all otherwise conduct any of the space so added shall be delivered in shell condition (but absent above activities for the purpose of complying with a general plan for fire/life safety for the Building or otherwise, provided that Landlord provides adequate substitute facilities and provided that such notice Landlord will work does not otherwise be obligated to perform reduce the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) size of the Premises, perform and (iii) to comply with any federal, state or local law, rule or order with respect thereto or the Shell Work described regulation thereof not currently in Exhibit B-1 at Landlord’s sole cost and expense prior effect. Landlord shall use commercially reasonable efforts to minimize interference with Tenant's business. Notwithstanding the foregoing, to the date which is ninety (90) days following extent that Landlord requires access to the date on which Premises in order to exercise any of the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell conditionrights contained herein, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy such access shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained requirements set forth in this Lease or in any written amendment hereto signed by Landlord and TenantArticle 13 herein.

Condition of Premises. The Premises are demised Notwithstanding anything in the Lease to the contrary, Tenant is currently in possession of the entirety of the Suite 400 Space (other than the portion of the Suite 400 Space currently occupied by Western Bank, which Landlord shall deliver to Tenant following Western Bank’s surrender of the same), Xxxxx 000 Xxxxx xxx Xxxxx 000 Space and agrees to accept the entirety of the Premises (inclusive of the Suite 900 Space) from Landlord, in their existing “AS-IS”, “WHERE-IS” and “WITH ALL FAULTS” condition, and, except as provided in the Lease, Landlord shall have no obligation whatsoever to refurbish or otherwise improve any portion of the Premises at any time during the Lease Term; provided, however, Landlord hereby agrees to provide to Tenant accepts an allowance equal to $5,147,765.00 (which is equal to (i) $125.00 per square foot of Rentable Area for the Suite 600 Space, plus (ii) $75.00 per square foot of Rentable Area for the Suite 500 Space, plus (iii) $25.00 per square foot of Rentable Area for the Suite 400 Space, plus (iv) $90.00 per square foot of Rentable Area for the Suite 900 Space) (collectively, the “Landlord’s Construction Allowance”), which shall be utilized for the construction of certain improvements to the Premises in accordance with the terms and conditions of the work letter attached hereto as Exhibit B. In no event shall the Landlord’s Construction Allowance allocable to the Suite 500 Space be available prior to the Existing Expiration Date unless Tenant requests disbursement of the same “as-is”prior to such date, except that (a) ifin which case, not later than sixty (60) days following effective as of the date of this Lease, Tenant notifies Landlord that the Initial Premises or a disburses any portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)Landlord’s Construction Allowance allocable to the Suite 500 Space, the Landlord shall, Basic Annual Rent and Base Year with respect to such designated portion(sthe Suite 500 Space shall be adjusted as set forth in Sections 5(a) of and 6(b) above. In addition, in no event shall the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense Construction Allowance allocable to the Suite 400 Space be available prior to September 1, 2013, and all other work necessary 2019 unless Tenant requests disbursement of the same prior to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensesuch date, in accordance with the applicable provisions of this Lease and (b) which case, effective as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice date that Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of disburses any portion of the Premises Landlord’s Construction Allowance allocable to the Suite 400 Space, the Basic Annual Rent and Base Year with respect to the Suite 400 Space shall be conclusive evidence adjusted as set forth in Sections 5(a) and 6(c) above. Tenant acknowledges and agrees that any obligations of Landlord originally existing in the Lease to complete leasehold improvements and/or furnish allowance with respect to the Suite 500 Space, if any, have been completed and/or satisfied in their entirety, and any provisions in the Lease providing for such portion obligations are hereby null and void and of no further force or effect. With respect to the Suite 900 Space, Landlord agrees that upon delivery of the Premises was same to Tenant, such space shall be clean and the base Building systems serving the Suite 900 Space shall be in good working order based on the then existing condition and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection configuration of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantSuite 900 Space.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects Except as provided thereinbelow, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion deemed to be Tenant’s acceptance of the Premises was in good the order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease)as then exists. No promise of Landlord to alter, remodel remodel, decorate, clean or improve the Property Premises or the Building and no representation by Landlord or its agents respecting the condition of the Property has Premises or the Building have been made by Landlord to Tenant, except for “Landlord’s Work” described in the Work Letter attached as Exhibit “B”, or as otherwise contained herein. Landlord shall deliver the existing Building systems and fixtures within, or servicing, the Premises upon completion of Landlord’s Work in good working order as of the respective Commencement Date(s), provided the Commencement Date, Rent and Tenant’s other obligations with respect to the Expansion Premises shall be postponed for the period (not to exceed thirty (30) days) that Tenant is not reasonably able to occupy the Expansion Premises because Landlord fails by (without contributory fault by Tenant or relied upon Tenant’s space planners, architects, contractors, agents and employees) to: (i) deliver possession of the Expansion Premises, and (ii) substantially complete any improvements to the Expansion Premises required to be performed by Tenant other than as may be contained in Landlord under this Lease by the Commencement Date for the Expansion Premises set forth in Section 1. No postponement of rent shall occur in the event there exist any delays due to Tenant, its space planners, architects, contractors, agents or employees. Any such delay in any written amendment hereto signed by the Commencement Date shall not subject Landlord to liability for loss or damage resulting therefrom, and Tenant’s sole recourse with respect thereto shall be the postponement of Rent and other obligations described herein.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of the Premises or any portion of the Premises thereof shall be conclusive evidence against Tenant that such portion of the Premises was then in good order and satisfactory condition when condition, subject to Landlord’s obligations under this Lease and the Workletter. Tenant took possessionacknowledges that, except as otherwise expressly set forth in this Lease or the Workletter, the Premises shall be accepted by Tenant in their “as-is” condition, and except for latent defects not readily apparent from a careful inspection that no promise by or on behalf of Landlord, any of Landlord’s Constituent Members, the leasing agent of the Premises without cutting into Project or otherwise disturbing walls, floors or ceilings and punchlist items any of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its their respective agents, independent contractors partners or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord employees, to alter, remodel remodel, improve, repair, decorate or improve clean the Property Premises has been made to or relied upon by Tenant, and that no representation by Landlord or its agents respecting the condition of the Property Premises or the Project by or on behalf of Landlord, its constituent members, or any of their respective agents, partners or employees has been made to Tenant or relied upon by Tenant, except as provided below and in the Workletter, and further provided that during the three (3) year period commencing on the Commencement Date, Landlord shall reimburse Tenant for alterations, improvements and/or refurbishment (collectively, the “Refurbishment”) of the Original Premises, in an aggregate amount not to exceed $116,888.00 (the “Refurbishment Allowance”). The Refurbishment Allowance shall be payable to Tenant within thirty (30) days after presentation to Landlord of paid invoices, contractor’s sworn statements, final waivers of lien and such other than documentation as may be contained in this Lease or in any written amendment hereto signed reasonably required by Landlord showing that the Refurbishment has been completed and fully paid for in accordance with the requirements of Section 14 hereof, provided that any undisbursed portion of the Refurbishment Allowance for which Tenant has not requested reimbursement and submitted the aforesaid documentation within the aforesaid 3-year period, time being of essence, shall be deemed forfeited by Tenant and retained by Landlord without any claim thereon by Tenant.

Condition of Premises. [THIS AGREEMENT IS NOT SUBJECT TO ANY INSPECTION CONTINGENCIES]. The BUYER agrees that he has inspected said Premises, is satisfied with the physical condition thereof and agrees to accept at closing the Premises in the condition that it was in at the time that all the Buyer’s building inspections were completed, on an "as is" basis, reasonable wear and tear excepted, subject to the provisions of Paragraph 11 hereof. SELLER represents that all appliances and systems on the Premises (including the furnace, heating and air conditioning systems and any appliances included in the sale) are demised to Tenant in working order and Tenant accepts will be in the same “as-is”, except that (a) if, not later than sixty (60) days following condition at the time of closing as they were on the date of this Leasethat all the BUYER’s building inspections were completed, Tenant notifies Landlord reasonable wear and tear excepted. SELLER represents that the Initial Premises floor areas under any area rugs or a portion thereof (clearly designated furniture, and the wall areas behind any furniture, wall hangings or other objects, are of substantially the same condition and material as the floor and wall areas that are visible to inspection by BUYER without moving any of the foregoing, and there are no holes in such notice to Landlord) are the floors or walls hidden by the same, with the exception that reasonable nail holes shall be deemed to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) acceptable. Neither SELLER nor SELLER's agents have made any representations or warranties as to space added to the said Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election BUYER has relied other than as expressly set forth in this Agreement. The SELLER agrees that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion condition of the Premises shall be conclusive evidence that such portion the same on the date of closing of title as of the Premises was in good order date that all the BUYER’s building inspections were completed, reasonable wear and satisfactory condition when Tenant took possessiontear excepted, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantParagraph 11 hereof.

Condition of Premises. The Landlord shall cause the following elements of the Project and the Premises are demised to be in good working order, condition and repair as of the date of delivery of the Premises to Tenant for construction of Improvements therein pursuant to the Tenant Work Letter attached hereto as Exhibit “D”: (i) the heating, ventilating and air conditioning systems of the Project, (ii) the electrical system of the Project, (iii) the fire/life safety system of the Project, (iv) the plumbing system of the Project, and (v) the structural portions of the 26672 Building and the 26642 Building including, without limitation, ground floor slabs which shall, without limitation, have moisture content acceptable for construction of the Improvements as provided in Section 1 of the Tenant accepts Work Letter. The foregoing obligation of Landlord shall not, however, include any such items to the same “as-is”extent such items will be demolished or modified by Tenant in connection with Tenant’s construction of the Improvements pursuant to the Tenant Work Letter. If any such items specified in this Article 8 above are not in good working order, except condition and repair as of such date, then as Tenant’s sole remedy, upon notice from Tenant, Landlord shall, at Landlord’s sole cost and expense, cause such items to be in good working order, condition and repair; provided, however, that, unless and to the extent such items are not in good working order, condition and repair as a result of latent defects not reasonably discoverable by an inspection of the Project or Premises, if Tenant fails to so notify Landlord in writing that any such items are not in good working order, condition and repair within fifteen (15) business days after Landlord’s delivery of the Premises to Tenant for construction of Improvements therein, Landlord shall be deemed to have satisfied its obligations with respect to this Article 8 above. Furthermore, Landlord shall, at Landlord’s sole cost and expense, (a) ifcause the Project to comply with any current requirements of the ADA (provided that this obligation shall not apply to the Premises nor to any requirements attributable to Tenant’s use of the Premises or Tenant’s specific Improvements within the Premises), not later than sixty and (60b) days following cause the Premises, as of the date of delivery of possession thereof, to comply with any applicable Laws regarding mold, mildew, fungus or other dangerous organisms, except to the extent that such areas will be demolished as a part of the Improvements to be constructed by Tenant pursuant to the Tenant Work Letter. Except as set forth in this Article 8 above, Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or the Project or the suitability of same for Tenant’s purposes. Tenant acknowledges that, except as set forth in this Article 8, neither Landlord nor any agent nor any employee of Landlord has made any representations or warranty with respect to the Premises or the Project or with respect to the suitability of either for the conduct of Tenant’s business and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Project in its decision to enter into this Lease and let the Premises in the above-described condition. Nothing contained herein is intended to, nor shall, obligate Landlord to implement sustainability practices for the Project or to seek certification under, or make modifications in order to obtain, a certification from LEED or any other comparable certification. The Premises shall be initially improved as provided in, and subject to, the Tenant Work Letter attached hereto as Exhibit “D” and made a part hereof. The existing leasehold improvements in the Premises as of the date of this Lease, together with the Improvements (as defined in the Tenant notifies Landlord that Work Letter) may be collectively referred to herein as the Initial Premises or a portion thereof (clearly designated in such notice “Tenant Improvements.” Subject to Landlord) are to be delivered ’s obligations as provided in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)this Article 8 above, the Landlord shall, with respect to such designated portion(s) taking of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises by Tenant shall be conclusive evidence conclusively establish that the Premises and the Project were at such portion time in satisfactory condition. Tenant hereby waives subsection 1 of Section 1932 and Sections 1941 and 1942 of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection Civil Code of the Premises without cutting into California or otherwise disturbing walls, floors or ceilings and punchlist items any successor provision of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantlaw.

Condition of Premises. The Premises are demised Prior to Tenant the Commencement Date and in accordance with the Work Letter Agreement attached hereto as Exhibit "C", Landlord and Tenant accepts will jointly conduct a walk-through inspection of the same “asPremises and will jointly prepare a punch-is”list ("Punch-List") of items required to be installed by Landlord under the Work Letter Agreement which require finishing or correction. The Punch-List will not include any items of damage to the Premises caused by Tenant's move-in or early entry, except if permitted, which damage will be corrected or repaired by Landlord, at Tenant's expense or, at Landlord's election, by Tenant, at Tenant's expense. Other than the items specified in the Punch-List, by taking possession of the Premises, Tenant will be deemed to have accepted the Premises in its condition on the date of delivery of possession and to have acknowledged that the Tenant Improvements have been installed as required by the Work Letter Agreement and that there are no additional items needing work or repair. Landlord will cause all items in the Punch-List to be repaired or corrected within thirty (a) if, not later than sixty (6030) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being preparation of the essence Punch-List or as soon as practicable after the preparation of such notice), the Punch-List. Tenant acknowledges that neither Landlord shall, nor any agent of Landlord has made any representation or warranty with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)Building, the Landlord shall, Development or any portions thereof or with respect to such designated portion(s) the suitability of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but same for the conduct of Tenant's business and Tenant election further acknowledges that Landlord will have no obligation to construct or complete any additional buildings or improvements within the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantDevelopment.

Condition of Premises. The Landlord shall perform certain work and improvements in and on the Premises are demised prior to Tenant and Tenant accepts the same “as-is”Commencement Date, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work all as more particularly described in Exhibit B-1 LW attached hereto (collectively, the "Landlord's Work"). The Landlord's Work shall be completed by Landlord at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s 's sole cost and expense, in accordance a good and worker like manner and in compliance with the requirements of all applicable provisions of this Lease laws, regulations and codes in effect at the Commencement Date, including without limitation, the Americans with Disabilities Act and any sprinkler requirements. All claims for Landlord's failure to properly complete Landlord's Work shall be made within thirty (b30) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all days of the space so added shall be delivered Commencement Date or, in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Workcase of latent defects, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is within ninety (90) days following after the date on Commencement Date, or shall be deemed waived in either of which event. All work shall be completed by Landlord within thirty (30) days of receipt of such notice of such claim, (unless such longer period is required, provided Landlord has commenced and is diligently proceeding to cure same). Tenant acknowledges and agrees that, with the additional space would be delivered under Section 42.01 but for exception of Landlord's Work, Tenant is accepting the Tenant election that Building and the same be delivered Premises in shell their "as is" condition, and all other work necessary Landlord shall not be obligated to prepare the space so added under Section 42.01 for construct any improvements on behalf of Tenant’s occupancy shall be performed at Tenant’s sole cost . It is specifically understood and expenseagreed that, in accordance with the applicable provisions exception of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order Landlord's Work, Landlord has no obligation and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord made no promises to alter, remodel remodel, improve, renovate, repair or improve decorate the Property and no representation by Landlord Premises, the Building or its agents respecting the condition of the Property has been made any part thereof, or to Tenant or relied upon by Tenant other than provide any allowance for such purposes except as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.specifically set forth in

Condition of Premises. The At the expiration or earlier termination of this Lease by lapse of time or otherwise, or upon termination of Tenant’s right of possession without terminating this Lease, Tenant shall surrender possession of the Premises are demised to Landlord and deliver all keys to the Premises to Landlord, and shall return the Premises and all Personal Property of Landlord to Landlord in as good condition as when Tenant originally took possession, ordinary wear and tear, loss or damage by fire or other insured casualty, and damage resulting from the act of Landlord or any other of its employees and agents excepted, failing which Landlord may restore the Premises and such Personal Property to such condition and Tenant shall pay the cost thereof to Landlord as Rent immediately upon demand. Except as provided below, all improvements, fixtures and other items in or upon the Premises (including without limitation all Alterations, but expressly excluding movable office furniture, trade fixtures, office equipment and other personal property belonging to Tenant that they may be removed without permanent structural damage to the Premises or the Building), whether temporary or permanent in character and Tenant accepts whether made by Landlord or Tenant, shall become Landlord’s property and shall remain upon the same “as-is”Premises at the expiration or earlier termination of this Lease by lapse of time or otherwise or upon a termination of Tenant’s right of possession, except that without compensation to Tenant. Notwithstanding the foregoing, if within ten (a) if, not later than sixty (6010) days following prior to the date expiration or earlier termination of this Lease or Tenant’s right of possession thereafter Landlord so directs by notice, Tenant shall promptly remove such of the foregoing items as are designated in such notice and restore the Premises to the condition prior to the installation of such items. If Tenant does not remove such property upon the expiration or earlier termination of this Lease, Tenant notifies Landlord that or upon the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Worktermination of Tenant’s right of possession, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior election: (i) Tenant shall be conclusively presumed to September 1have conveyed the same to Landlord under this Lease as a bxxx of sale without payment or credit by Landlord, 2013or (ii) Tenant shall be conclusively presumed to have forever abandoned such property, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed without accepting title thereto, Landlord may, at Tenant’s sole cost and expense, remove, store, destroy, discard or otherwise dispose of all or any part thereof without incurring liability to Tenant or to any other person, and Tenant shall pay Landlord immediately upon demand the expenses incurred in accordance with the taking such actions. Unless prohibited by applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01Laws, if Tenant elects as provided therein, that some or all of the space so added Landlord shall be delivered in shell condition (but absent have a lien against such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but property for the Tenant election that costs incurred in removing and storing the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Leasesame. Tenant’s taking possession of any portion obligations under this Subsection 17.1 shall survive the expiration or earlier termination of the Premises shall be conclusive evidence that such portion Term or a termination of the Premises was in good order and satisfactory condition when Tenant took Tenant’s right of possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Tenant acknowledges that, other than as set forth below or in the Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Additional Premises are demised Fifth Phase, the Converted Space, the 1st Floor Space, the Building or the Property, or with respect to the suitability of the Additional Premises Fifth Phase, the Converted Space, the 1st Floor Space, the Building or the Property for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such noticeAdditional Premises Fifth Phase (excluding the Converted Space), and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the PremisesExecution Date and (b) Landlord shall have no obligation to alter, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial Additional Premises Fifth Phase, the Converted Space or the 1st Floor Space for Tenant’s occupancy or to pay for or construct any improvements to the Additional Premises Fifth Phase, the Converted Space or the 1st Floor Space except that Landlord shall be performed at Tenant’s sole cost (1) provide the Additional Premises Fifth Phase Finish Work Allowance, the Second Additional Premises Fifth Phase Finish Work Allowance and expensethe 1st Floor Space Finish Work Allowance, (2) perform improvements in the Converted Space to renovate it to Warm Shell Space condition and (3) on or before nine (9) months after the Execution Date, provide freeze protection for chilled water and reheat coils in the Premises, including the Additional Premises Fifth Phase, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described specifications set forth in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantF attached hereto.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) ifOn or before January 1, 2010 or with due diligence thereafter, Landlord shall confirm or place all base Building electrical, mechanical and plumbing systems in good working order. Otherwise and unless requested by Tenant as provided below, Tenant acknowledges that Landlord shall have no obligation to perform any construction or make any additional improvements or alterations, or to afford any allowance (except as hereinafter provided) to Tenant for improvements or alterations, in connection with this Amendment. Tenant acknowledges and agrees that all construction and improvements obligations of Landlord under the Lease, except as set forth in this provision, have been performed in full and accepted. Except as provided in this Section 4, Tenant takes the Premises during the extended Term in its “as is” condition. (b) Tenant shall be entitled to an improvement allowance from Landlord towards (i) the cost of signage (as set forth in Section 5 hereof), (ii) the cost of Tenant’s construction in the Premises, and (iii) architectural, engineering and construction management fees (i—iii collectively, “Tenant’s Work”) in the amount of up to $191,000.00 (“Allowance”). If Tenant elects to have Landlord perform Tenant’s construction in the Premises, Landlord will do so and deduct its hard and soft costs from the Allowance. The Allowance (less any and all Landlord-incurred hard and soft costs for performing any of Tenant’s Work pursuant to Tenant’s request) to Tenant is due and payable by Landlord not later than sixty thirty (6030) days following the date of this Lease, after Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being has satisfied all of the essence of such notice)conditions in paragraph (c) below, which conditions must be met on or before June 30, 2011. (c) In the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if event Tenant elects as provided therein, that some performs any or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Tenant’s Work, time being as to the portion of Tenant’s Work performed by Tenant, Tenant shall provide to Landlord: (i) an architect’s certificate of final completion; (ii) copies of all necessary governmental permits, including, but not limited to, a certificate of occupancy; (iii) the sworn statement of the essence general contractor; (iv) final lien waivers from all contractors, subcontractors and materialmen; and (v) any other information or documentation reasonably requested by Landlord to evidence lien-free completion of such notice), the Landlord shall, with respect to such designated portion(s) construction and payment of all of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantthereof.

Condition of Premises. The Premises are demised to Except as expressly set forth in this Lease and in the Tenant and Tenant accepts the same “as-is”Work Letter, except that (a) if, Landlord shall not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform provide or pay for any improvement, remodeling or refurbishment work or services related to the Shell Workimprovement, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) remodeling or refurbishment of the Premises, perform and Tenant shall accept the Premises in its "As Is" condition on the Lease Commencement Date; provided, however, in the event that, during the first twelve (12) months of the Lease Term, the Base, Shell Work described and Core of the Building and Tenant Improvements (as defined in Section 1 of Exhibit B-1 B) which includes the Systems and Equipment, the base building HVAC, plumbing, life safety and electrical systems of the Building as well as the roof and roof membrane, in its condition existing as of such date (A) does not comply with applicable laws, seismic, fire and life safety codes, and the ADA, in effect as of the date hereof, or (B) contains defects, then Landlord shall be responsible, at Landlord’s its sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise permitted in Section 4.2 hereof), for correcting any such non-compliance to September 1the extent required by applicable laws, 2013and/or correcting any such defects as soon as reasonably possible after receiving notice thereof from Tenant. Notwithstanding the foregoing, if Tenant fails to give Landlord written notice of any such defects described in clause (B) hereinabove within twelve (12) months after the Lease Commencement Date, then the correction of any such defects shall, subject to Landlord's repair obligations in Section 7.2 hereof (and to the extent such correction is a responsibility of Tenant pursuant to Section 7.1 hereof), be Tenant's responsibility at Tenant's sole cost and expense. Tenant also acknowledges that, except as otherwise expressly set forth in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises, the Building, or the Project or their condition, or with respect to the suitability thereof for the conduct of Tenant's business (including, but not limited to, any zoning/conditional use permit requirements which shall be Tenant's responsibility and Tenant's failure to obtain any such zoning/use permits (if any are required) shall not affect Tenant's obligations under this Lease). Subject to Landlord’s delivery obligations hereunder, the taking of possession of the Premises by Tenant shall conclusively establish that the Premises (including the Tenant Improvements therein), the Building and the Project were at such time complete and in good, sanitary and satisfactory condition and without any obligation on Landlord's part to make any alterations, upgrades or improvements thereto. For purposes of Section 1938(a) of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Premises have not undergone inspection by a Certified Access Specialist (CASp). In addition, the following notice is hereby provided pursuant to Section 1938(e) of the California Civil Code: "A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all other work of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to prepare correct violations of construction-related accessibility standards within the Initial Premises premises." In furtherance of and in connection with such notice: (i) Tenant, having read such notice and understanding Tenant's right to request and obtain a CASp inspection and with advice of counsel, hereby elects not to obtain such CASp inspection and waives its rights to obtain a CASp inspection with respect to the Premises, Building and/or Project to the extent permitted by applicable laws now or hereafter in effect; and (ii) if the waiver set forth in clause (i) hereinabove is not enforceable pursuant to applicable laws, then Landlord and Tenant hereby agree as follows (which constitute the mutual agreement of the parties as to the matters described in the last sentence of the foregoing notice): (A) Tenant shall have the one-time right to request for Tenant’s occupancy and obtain a CASp inspection, which request must be made, if at all, in a written 879352.05/SD374622-00001/3-28-19/MLT/bp -2- GENESIS SSF - TWO TOWER PLACE[Fluidigm Corporation] notice delivered by Tenant to Landlord on or before that date which is ten (10) days after the date hereof; (B) any CASp inspection timely requested by Tenant shall be performed conducted (1) between the hours of 9:00 a.m. and 5:00 p.m. on any business day, (2) only after ten (10) days' prior written notice to Landlord of the date of such CASp inspection, (3) in a professional manner by a CASp designated by Landlord and without any testing that would damage the Premises, Building or Project in any way, and (4) at Tenant’s 's sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01including, if Tenant elects as provided thereinwithout limitation, that some or all Tenant's payment of the space so added shall be delivered in shell condition (but absent fee for such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)CASp inspection, the Landlord shallfee for any reports prepared by the CASp in connection with such CASp inspection (collectively, with respect to such designated portion(sthe "CASp Reports") of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary costs and expenses in connection therewith; (C) Tenant shall deliver a copy of any CASp Reports to prepare the space so added under Section 42.01 for Landlord within three (3) business days after Tenant’s occupancy shall be performed 's receipt thereof; (D) Tenant, at Tenant’s its sole cost and expense, in accordance with shall be responsible for making any legally required improvements, alterations, modifications and/or repairs to or within the applicable provisions Premises to correct violations of this Lease. construction-related accessibility standards including, without limitation, any violations disclosed by such CASp inspection ordered by Tenant’s taking possession ; and (E) if such CASp inspection ordered by Tenant identifies any improvements, alterations, modifications and/or repairs necessary to correct violations of any portion construction-related accessibility standards relating to those items of the Premises shall be conclusive evidence that such portion of Building and Project located outside the Premises was in good order that are Landlord's obligation to repair under the Lease (as amended hereby), then Landlord shall perform such improvements, alterations, modifications and/or repairs as and satisfactory condition when Tenant took possessionto the extent required by applicable laws to correct such violations, and except Tenant shall reimburse Landlord for latent defects not readily apparent the cost of such improvements, alterations, modifications and/or repairs within ten (10) business days after Tenant's receipt of an invoice therefor from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Tenant acknowledges that, except as otherwise expressly set forth in this Lease and the Work Letter, if any, (i) neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises, the Building, the Facility or the Project or the condition thereof, or with respect to the suitability thereof for the conduct of Tenant’s business, and (ii) the acceptance of possession of the Premises are demised by Tenant shall establish that the Premises, the Building, the Facility and the Project were at such time complete and in good, sanitary and satisfactory condition and repair with all work required to Tenant be performed by Landlord, if any, pursuant to the Work Letter completed and without any obligation on Landlord’s part to make any further alterations, upgrades or improvements thereto, subject only to completion of minor punch-list items identified by the parties to be corrected by Landlord, if any, as provided in the Work Letter. Subject to the completion of Landlord’s Work and subject to Landlord’s obligations regarding payment of the Allowance and further subject to any representations and warranties of Landlord expressly set forth in this Lease, Tenant accepts possession of the same Premises in its current, “as-as is”” condition. The warranties made by Landlord in this Section 4.3 shall be of no force or effect if immediately prior to the Commencement Date or Early Access Period, except if applicable, Tenant was the owner or occupant of the Premises. In such event, Tenant shall be responsible for any necessary corrective work. Pursuant to Section 1938 of the California Civil Code, Landlord hereby advises Tenant that (a) if, not later than sixty (60) days following as of the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of Lease neither the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)Facility, the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve Building nor the Property and no representation have undergone inspection by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenanta Certified Access Specialist.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that Within fifteen (a) if, not later than sixty (6015) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for after Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s 's taking possession of any portion of the Premises premises it shall be considered conclusive evidence as against Tenant that such portion of the Premises was premises were in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property premises and no representation by Landlord or its agents respecting the condition of the Property premises has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord to Tenant, unless the same is contained herein, or made a part hereof by attachment as Exhibit "B", entitled "Work Letter". Tenant waives all right to make repairs at the expense of Landlord, or to deduct the cost thereof from the rent. This lease does not grant any rights to light, air or view over property. At the termination of this lease by lapse of time or otherwise, Tenant shall return the premises in as good condition as when Tenant took possession, ordinary wear and loss by fire excepted; failing which, Landlord shall restore to such condition and Tenant shall pay the cost thereof. Tenant may remove any floor covering laid by Tenant, provided (a) Tenant also removes all nails, tacks, paper, glue, bases and other vestiges of the floor covering, and restores the floor surface to the condition existing before such floor covering was laid, or (b) Tenant pays to Landlord, upon request, the cost of restoring the floor surface to such condition. If Tenant does not remove Tenant's floor coverings, radiator covers, drapes, built-in furniture and/or appliances and other like equipment from the premises prior to the end of the term, Tenant shall be conclusively presumed to have abandoned the same and title thereto shall thereby pass to Landlord without payment or credit by Landlord to Tenant.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following the date neither Landlord nor any agent of this Lease, Tenant notifies Landlord that the Initial Premises has made any representation or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, warranty with respect to such designated portion(s) the condition of the Existing Bridge Premises, perform the Shell Work described Corridor Premises or the New Bridge Premises (including the condition of the Buildings or the Project as it relates to the constructability of or suitability for the New Bridge Improvements) or with respect to the suitability of the Existing Bridge Premises, the Corridor Premises or the New Bridge Premises for the conduct of Tenant’s business. Tenant acknowledges that (a)(i) it is fully familiar with the condition of the Existing Bridge Premises and the Corridor Premises, (ii) it is generally familiar with the condition of the Buildings and the Project as it relates to the constructability of or suitability for the New Bridge Improvements and (iii) as of the New Bridge Commencement Date, will be fully familiar with the condition of the New Bridge Premises and, notwithstanding anything in Exhibit B-1 at Landlord’s sole cost the Lease to the contrary, agrees (A) that it took the Existing Bridge Premises in its condition “as is” as of the Existing Bridge Commencement Date, (B) to take the New Bridge Premises in its condition “as is” as of the first day of the New Bridge Commencement Date and expense prior (C) that it took the Corridor Premises in its condition “as is” as of the Corridor Commencement Date, (b) Landlord shall have no obligation to September 1alter, 2013repair or otherwise prepare any portion of the Existing Bridge Premises, and all other work necessary to prepare the Initial Corridor Premises or the New Bridge Premises for Tenant’s occupancy shall or to pay for any improvements to the Existing Bridge Premises, the Corridor Premises or the New Bridge Premises, except as may be performed at expressly provided in this First Amendment or set forth in the Lease and (c) Tenant accepts the condition of the Buildings and the Project (as it relates to the constructability of or suitability for the New Bridge Improvements) in their condition “as is” as of the First Amendment Date. Tenant’s taking of possession of the Existing Bridge Premises, the Corridor Premises or the New Bridge Premises, as applicable, shall, except as otherwise agreed to in writing by Landlord and Tenant, conclusively establish that the Existing Bridge Premises, the Corridor Premises or the New Bridge Premises, as applicable, were at such time in good, sanitary and satisfactory condition and repair. Tenant, at its sole cost and expense, shall remediate or remove any asbestos that is discovered or uncovered as a result of Tenant’s construction of the New Bridge Improvements in accordance with the applicable provisions of this Lease with, and (b) as to space added to the Premises pursuant to Section 42.01extent required by, if Applicable Laws. Tenant elects as provided therein, that some or all assumes responsibility for the condition of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform Buildings and the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior Project as each relates to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but constructability of and suitability for the Tenant election that New Bridge Improvements (and, for the same be delivered in shell conditionsake of clarity, and all other work necessary Landlord has no obligation to alter, repair or otherwise prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises Building or the Project for the sole purpose of making it suitable for the New Bridge Improvements); provided, however, in no event shall Tenant be conclusive evidence that such portion of responsible (except through Operating Expenses if permitted under the Premises was in good order and satisfactory condition when Tenant took possession, and except Lease) for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the any condition of the Property has been made Building or the Project that would have existed regardless of the construction of the New Bridge Improvements and for which Tenant is not otherwise responsible under any other provision of the Lease; provided, further, that Tenant shall be responsible to Tenant or relied upon by Tenant other than as may be contained in this Lease or in remedy any written amendment hereto signed by Landlord and Tenantnon-compliance with Applicable Laws, to the extent such non-compliance would not have existed but for the construction of the New Bridge Improvements.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) ifit is fully familiar with the condition of the Premises and agrees to take the same in its condition “as is” as of the Term Commencement Date (subject to Landlord’s obligations to complete the punch list work), and (b) Landlord shall have no obligation to alter, repair or otherwise prepare the Premises for Tenant’s occupancy or to pay for or construct any improvements to the Premises, except with respect to the completion of the Base Building Improvements and the Tenant Improvements and with respect to payment of the TI Allowance and Landlord’s maintenance obligations under Section 18.1. Tenant’s taking of possession of the Premises shall, except as otherwise agreed to in writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair. Notwithstanding the foregoing, Landlord represents to Tenant that, on the Term Commencement Date, (i) the base building systems serving the Premises (including the HVAC, electrical, life safety and plumbing systems) shall be in good working order, and (ii) the Tenant Improvements shall be free from defects in materials and workmanship not later than inherent in {A0622646.2 } 6 the quality required or permitted (collectively, “Landlord’s Delivery Condition”). In the event that Landlord fails to satisfy Landlord’s Delivery Condition, Tenant’s sole and exclusive remedy for such failure shall be to deliver written notice to Landlord (a “Repair Notice”) on or before the date that is (i) six (6) months after the Term Commencement Date with respect to the heating, ventilating and air conditioning systems servicing the Premises, and (ii) sixty (60) days following after the date Term Commencement Date otherwise (the “Repair Notice Date”), detailing the nature of this Leasesuch failure. In the event that Landlord receives a Repair Notice on or before the Repair Notice Date, Tenant notifies Landlord shall promptly make any repairs reasonably necessary to correct the failure described in the Repair Notice (but only to the extent that Landlord reasonably determines that the Initial Premises or a portion thereof (clearly designated failure described in such notice to the Repair Notice constitutes and actual failure of Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice’s Delivery Condition), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions . Any such failure of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior Delivery Condition shall not entitle Tenant to any monetary damages or delay the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantTerm Commencement Date.

Condition of Premises. The Premises are demised Landlord represents to Tenant that, on the date on which Landlord delivers the Premises to Tenant with the Tenant Improvements (or the applicable portion thereof) Substantially Complete, all base building systems within the Premises (or the applicable portion thereof), including the HVAC (as hereinafter defined), electrical, life safety and plumbing systems, shall be in good working order (provided that the sole remedy for any breach of the foregoing representation shall be that Landlord shall promptly repair or remedy the violation of the foregoing representation at its sole cost, provided that Landlord may include the costs thereof in Operating Expenses to the extent that Landlord is permitted to do so under Article 9 below, and Tenant accepts shall not be entitled to any monetary damages for any breach of such representation). Except as set forth in the same “as-is”immediately foregoing sentence, except Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Without in any way derogating from Landlord’s ongoing maintenance, repair and restoration obligations set forth elsewhere in this Lease, Tenant acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date condition of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice and subject to Landlord) are ’s obligation to be delivered complete the Tenant Improvements, agrees to take the same in shell its condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being “as is” as of the essence of such notice)Term Commencement Date and (b) except for the Tenant Improvements, the Landlord shallshall have no obligation to alter, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01Premises, if Tenant elects as provided therein, that some or all except for performance of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, Tenant Improvements and with respect to such designated portion(s) payment of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this LeaseTI Allowance. Tenant’s taking of possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair.

Condition of Premises. The Subject to Sections 9 and 10 hereof, Tenant acknowledges that it has inspected the Premises, that this Lease is for space previously occupied. Except as set forth in this Section and Sections 9 and 10 hereof, Landlord shall not be required to make any repairs or improvements to the Premises being leased hereunder except repairs, if any, to the roof and walls of the Premises to the extent necessary for repair of leaks and/or structural integrity and safety. Subject to this Section and Sections 9 and 10 hereof, all other repairs to the Premises (excluding repairs to the Common Area), to bring the Premises to the condition of the Premises at the commencement of this Lease, shall be the responsibility of Tenant. Subject to this Section and Sections 9 and 10 hereof, in the event repairs are demised made to Tenant the Common Area, the costs of such repairs shall be equally borne by Landlord and Tenant accepts Tenant; provided however, no repair to the same “as-is”Common Area shall be authorized without the Landlord and Tenant's mutual consent with shall not be unreasonably withheld. Such repairs and replacements shall be made promptly, except that (a) ifas and when necessary. Notwithstanding anything contained herein to the contrary, not later than upon the destruction of the Premises by fire or other cause, or such material injury thereto as to render said Premises or portion thereof untenantable for sixty (60) days, shall at the option of Tenant, exercised by notice to Landlord, within one hundred twenty (120) days following after the date of this Leasesuch damage, Tenant notifies Landlord that the Initial Premises destruction or unavailability, produce and work a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions termination of this Lease. Tenant’s taking possession Upon destruction of the Premises in whole or in part, by fire or any portion other cause, if Tenant shall not exercise its option to terminate this Lease within such one hundred twenty (120) days, all fire and hazard insurance proceeds set forth in Section 7 above shall be paid to Tenant as an additional insured, and Tenant to the extent of the amount of such insurance proceeds delivered to Tenant shall at its expense promptly restore the Premises to the condition they were in immediately prior to such damage; PROVIDED HOWEVER, that the insurance coverage maintained by Landlord provides all of the funds necessary to restore the Premises; AND FURTHER PROVIDED HOWEVER, in the event Tenant exercises its option to terminate this Lease within such one hundred twenty (120) days, all such insurance proceeds shall be paid to Landlord as an additional insured. Any excess insurance proceeds shall belong to Landlord. In the event there is insufficient insurance coverage and proceeds, as aforesaid, the obligation of the Tenant to restore the Premises shall be conclusive evidence that such portion of null and void and the Landlord must restore the Premises was in good order and satisfactory to its original condition when Tenant took possession, and except provided such insurance proceeds are made available to Landlord for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantsuch restoration.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business, other than the Delivery Condition Representations (as defined below). Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform and except for the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1Delivery Condition Obligations (as defined below), 2013Tenant takes the Premises “as is” as of the Term Commencement Date, and all other work necessary (b) Landlord shall have no obligation to alter, repair or otherwise prepare the Initial Premises for Tenant’s occupancy or to pay for or construct any improvements to the Premises, except with respect to the Delivery Condition Obligations and the Tenant Improvements. Notwithstanding anything in this Lease to the contrary, Landlord hereby represents to Tenant that, as of the Term Commencement Date, (x) the Premises shall comply with (i) Applicable Laws, and (ii) the Americans with Disabilities Act, 42 U.S.C. § 12101, et. seq., and any state and local accessibility laws, codes, ordinances and rules (collectively, and together with regulations promulgated pursuant thereto, the “ADA”), as the ADA is in effect and interpreted as of the Term Commencement Date, and (y) all Building systems, including the heating, ventilating, air conditioning, electrical and plumbing systems serving the Premises, shall be performed at Tenant’s sole cost in good working order and expensecondition (collectively, in accordance with the applicable provisions of this Lease and (b) as to space added to “Delivery Condition Representations”). After the Premises pursuant to Section 42.01Term Commencement Date, if Tenant elects as provided therein, that some or all discovers any breach of the space so added Delivery Condition Representations, then as its sole remedy, Tenant shall be delivered deliver to Landlord written notice describing such breach in shell condition reasonable detail (but absent such notice Landlord will not otherwise be obligated to perform “Delivery Condition Notice”) within one hundred eighty (180) days after the Shell Work, time being of the essence of such noticeTerm Commencement Date (“Delivery Condition Notice Period”), and Landlord shall promptly cure such breach (“Delivery Condition Obligations”). If Tenant fails to give a Delivery Condition Notice within the Landlord shallDelivery Condition Notice Period, then Tenant shall have no further right to give a Delivery Condition Notice or rights or remedies with respect to such designated portion(s) any breach of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantDelivery Condition Representations.

Condition of Premises. The Premises are demised Subject to Section 11.1, Tenant and Tenant hereby accepts the same Premises in its “as-is”, except that (a) if, not later than sixty (60) days following AS IS,” “WITH ALL FAULTS,” and “WHERE IS” basis and also in its existing condition as of the date commencement of this Lease, Tenant notifies Landlord that subject to any and all applicable zoning Laws governing and regulating the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) use of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1conditions, 2013covenants or restrictions of record, and accepts this Lease subject thereto and to any and all other work necessary matters disclosed thereby and by any and all exhibits attached hereto. Tenant acknowledges, understands and agrees that neither Landlord nor its agents, employees, independent contractors, invitees or representatives have made any representation or warranty as to prepare the Initial present or future suitability of the Premises or its condition or the condition of any appurtenances, buildings, fixtures, equipment or improvements thereof or therein for the conduct of Tenant’s occupancy business and operations therein. Except as otherwise set forth in this Lease, Xxxxxx also acknowledges, understands and agrees that it shall be performed at Tenant’s sole cost do any and expense, in accordance with the applicable provisions all work of this Lease and (b) as to space added any nature to the Premises pursuant necessary, based on its own investigations, to Section 42.01, if Tenant elects as provided therein, that some or all of bring the space so added shall be delivered in shell Premises to a condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but suitable for the Tenant election that the same be delivered in shell condition, conduct of Xxxxxx’s business and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost operations therein. Landlord has no obligation and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No made no promise of Landlord to alter, remodel remodel, improve or improve repair the Property and no representation by Landlord Premises or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantpart thereof. EXCEPT AS OTHERWISE SET FORTH IN THIS LEASE, NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, RESPECTING THE CONDITION OF THE PREMISES, INCLUDING ITS TENANTABILITY OR ITS FITNESS FOR ANY PARTICULAR PURPOSE, HAVE BEEN MADE BY LANDLORD TO TENANT.

Condition of Premises. The Premises are demised to Except as expressly set forth in this Lease and in the Tenant and Tenant accepts the same “as-is”Work Letter, except that (a) if, Landlord shall not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform provide or pay for any improvement, remodeling or refurbishment work or services related to the Shell Workimprovement, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) remodeling or refurbishment of the Premises, perform and Tenant shall accept the Premises in its “As Is” condition on the Lease Commencement Date; provided, however, in the event that, as of the Lease Commencement Date, the Base, Shell Work and Core of the Building (as defined in Section 1 of Exhibit B) and including the base Building HVAC, roof and roof membrane and electrical systems, in its condition existing as of such date without regard to any of the Tenant Improvements, alterations or other improvements existing in the Premises as of the date hereof and/or to be constructed or installed by or on behalf of Tenant in the Premises or Tenant’s use of the Premises, and based solely on an unoccupied basis, (A) does not comply with applicable laws, seismic, fire and life safety codes, and the ADA, in effect as of the date hereof, or (B) contains latent defects, then Landlord shall be responsible, at its sole cost and expense which shall not be included in Operating Expenses (except as otherwise permitted in Section 4.2 hereof), for correcting any such non-compliance to the extent required by applicable laws, and/or correcting any such latent defects as soon as reasonably possible after receiving notice thereof from Tenant; provided, however, that if Tenant fails to give Landlord written notice of any such latent defects described in Exhibit B-1 clause (B) hereinabove within three (3) months after the Lease Commencement Date, then the correction of any such latent defects shall, subject to Landlord’s repair obligations in Section 7.2 hereof (and to the extent such correction is a responsibility of Tenant pursuant to Section 7.1 hereof), be Tenant’s responsibility at LandlordTenant’s sole cost and expense prior expense. Tenant also acknowledges that, except as otherwise expressly set forth in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to September 1the Premises, 2013the Building, or the Project or their condition, or with respect to the suitability thereof for the conduct of Tenant’s business (including, but not limited to, any zoning/conditional use permit requirements which shall be Tenant’s responsibility and Tenant’s failure to obtain any such zoning/use permits (if any are required) shall not affect Tenant’s obligations under this Lease). The taking of possession of the Premises by Tenant shall conclusively establish that the Premises (including the Tenant Improvements therein), the Building and the Project were at such time complete and in good, sanitary and satisfactory condition and without any obligation on Landlord’s part to make any alterations, upgrades or improvements thereto. For purposes of Section 1938(a) of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Premises have not undergone inspection by a Certified Access Specialist (CASp). In addition, the following notice is hereby provided pursuant to Section 1938(e) of the California Civil Code: “A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all other work of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to prepare correct violations of construction-related accessibility standards within the Initial Premises for premises.” In furtherance of and in connection with such notice: (i) Tenant, having read such notice and understanding Tenant’s occupancy right to request and obtain a CASp inspection and with advice of counsel, hereby elects not to obtain such CASp inspection and waives its rights to obtain a CASp inspection with respect to the Premises, Building and/or Project to the extent permitted by applicable laws now or hereafter in effect; and (ii) if the waiver set forth in clause (i) hereinabove is not enforceable pursuant to applicable laws, then Landlord and Tenant hereby agree as follows (which constitute the mutual agreement of the parties as to the matters described in the last sentence of the foregoing notice): (A) Tenant shall have the one-time right to request for and obtain a CASp inspection, which request must be made, if at all, in a written notice delivered by Tenant to Landlord on or before that date which is ten (10) days after the date hereof; (B) any CASp inspection timely requested by Tenant shall be performed conducted (1) between the hours of 9:00 a.m. and 5:00 p.m. on any business day, (2) only after ten (10) days’ prior written notice to Landlord of the date of such CASp inspection, (3) in a professional manner by a CASp designated by Landlord and without any testing that would damage the Premises, Building or Project in any way, and (4) at Tenant’s sole cost and expense, including, without limitation, Tenant’s payment of the fee for such CASp inspection, the fee for any reports prepared by the CASp in accordance connection with such CASp inspection (collectively, the applicable provisions “CASp Reports”); (C) Tenant shall deliver a copy of this Lease any CASp Reports to Landlord within three (3) business days after Tenant’s receipt thereof; and (bD) if such CASp inspection identifies any improvements, alterations, modifications and/or repairs necessary to correct violations of construction-related accessibility standards relating to those items of the Building and Project located outside the Premises that are Landlord’s obligation to repair under the Lease (as to space added amended hereby), then Landlord shall perform such improvements, alterations, modifications and/or repairs as and to the Premises pursuant extent required by applicable laws to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent correct such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantviolations.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) ifTenant is currently occupying the Premises, not later than sixty (60) days following is familiar with the date condition of the Premises and agrees to take the same in its condition “as is” as of the Execution Date, subject to the provisions of this LeaseSection 5, Tenant notifies and (b) Landlord that shall have no obligation to alter, repair or otherwise prepare the Initial Premises for Tenant’s occupancy or a portion thereof (clearly designated in such notice to Landlord) are pay for or construct any improvements to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell WorkPremises, time being of the essence of such notice), the Landlord shall, except with respect to such designated portion(s(i) of the Premises, perform Tenant Improvements to be funded by the Shell Work TI Allowance and (ii) the improvements to be performed by Landlord as more particularly described in Exhibit B-1 C attached hereto (“Landlord’s Work”). The Landlord’s Work shall be completed at Landlord’s sole cost and expense and the costs thereof shall not constitute Operating Expenses. Landlord shall complete Landlord’s Work no later than December 31, 2011, subject to delays caused by the Tenant and delays due to Force Majeure; provided that, if Landlord does not complete Landlord’s Work prior to September 1such date for any reason, 2013then (x) this Lease shall not be void or voidable, (y) Landlord shall not be liable to Tenant for any loss or damage resulting therefrom and all other work necessary to prepare (z) Tenant shall not be responsible for the Initial Premises for payment of any Base Rent or Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions Share of this Lease and Operating Expenses (bas defined below) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice until Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at completes Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantWork.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Xxxxxx’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the PremisesTerm Commencement Date and (b) Landlord shall have no obligation to alter, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but except for performance of the Tenant election that Improvements and, if properly requested by Tenant, payment of the same be delivered TI Allowance. Notwithstanding the foregoing, Landlord shall deliver the Premises to Tenant on the Term Commencement Date with the Tenant Improvements in shell condition, and all other work necessary to prepare the space so added under Section 42.01 substantial compliance with Applicable Laws as required for Tenant’s occupancy shall be performed at Tenant’s sole cost of the Premises for typical general office and expenselab uses, in accordance broom clean, and with the applicable provisions of this Leaseheating, ventilating and air conditioning, electrical, fire sprinkler and plumbing systems serving the Premises in good working order, condition and repair (such obligation, “Landlord’s Delivery Obligation”). Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair and that Landlord’s Delivery Obligation was satisfied; provided that, if Landlord fails to satisfy Landlord’s Delivery Obligation (a “Delivery Shortfall”), then Tenant may, as its sole and exclusive remedy, deliver notice of such failure to Landlord detailing the nature of such failure (a “Shortfall Notice”); provided, further, that any Shortfall Notice must be received by Landlord no later than the date (the “Shortfall Notice Deadline”) that is sixty (60) days after the Term Commencement Date. In the event that Landlord receives a Shortfall Notice on or before the Shortfall Notice Deadline, Landlord shall, at Landlord’s expense (and not as a part of Operating Expenses), promptly remedy the Delivery Shortfall. Landlord shall not have any obligations or liabilities in connection with a failure to satisfy Landlord’s Delivery Obligation except to the extent such failure is identified by Tenant in a Shortfall Notice delivered to Landlord on or before the Shortfall Notice Deadline. Notwithstanding anything to the contrary in this Lease, Landlord shall not have any obligations or liabilities in connection with any failure of the above referenced systems to be in good working order, condition or repair due to any event, circumstance or other factor arising or occurring after the Term Commencement Date (including, without limitation, (i) any act or omission of Tenant, Tenant’s contractors or subcontractors, or any of their respective employees, agents or invitees, or (ii) Tenant’s failure to properly repair or maintain the Premises as required by this Lease), and no Delivery Shortfall shall be deemed to have occurred as a result thereof.

Condition of Premises. Tenant hereby agrees that the Premises shall be taken "as is", "with all faults", "without any representations or warranties", and Tenant hereby agrees and warrants that it has investigated and inspected the condition of the Premises and the suitability of same for Tenant's purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or the Project or the suitability of same for Tenant's purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranty with respect to the Premises or the Project or with respect to the suitability of either for the conduct of Tenant's business and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Project in its decision to enter into this Lease and let the Premises in the above-described condition. The Premises are demised to Tenant shall be initially improved as provided in, and Tenant accepts subject to, the same “as-is”, except that (a) if, not later than sixty (60) days terms and conditions of the immediately following paragraph. The existing leasehold improvements in the Premises as of the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance together with the applicable provisions Improvements (as defined below) may be collectively referred to herein as the "Tenant Improvements." The taking of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises by Tenant shall be conclusive evidence conclusively establish that the Premises and the Project were at such portion time in satisfactory condition. Tenant hereby waives subsection 1 of Section 1932 and Sections 1941 and 1942 of the Civil Code of California or any successor provision of law. Notwithstanding the foregoing, Landlord agrees to deliver the Premises was to Tenant with the electrical outlets, plumbing and HVAC system serving the Premises in good working order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantcondition.

Condition of Premises. The Tenant has had an opportunity to inspect the condition of the Premises are demised and agrees to Tenant accept the Premises “as is” in their condition existing as of the Early Access Date, without any obligation on the part of Landlord to improve, alter, repair or clean the Premises in any way for Tenant’s occupancy hereunder, except as otherwise expressly provided herein. Notwithstanding the foregoing: (a) Landlord shall deliver the Premises and Tenant accepts the same all Building systems and existing improvements in “as-as is”” condition, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1expense, 2013, and perform all other work necessary to prepare cause the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensefollowing (collectively, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at “Landlord’s sole cost Work”) to be true as soon as practicable after the Early Access Date (and expense in all events prior to the date which is ninety Rent Commencement Date): (90i) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy Building roof shall be performed at Tenant’s sole cost in good and expensewatertight condition; (ii) all existing Building systems (including, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of but not limited to, heating, ventilation and air conditioning, mechanical, electrical, plumbing and life safety systems) and utilities serving the Premises shall be conclusive evidence that such portion in good working condition and operable in their current locations, prior to modifications (or damage, if any) as a result of Tenant’s improvements or use; and (iii) the Premises was in good order and satisfactory condition when Building and existing improvements therein, as delivered to Tenant took possessionprior to modifications (or damage, if any) as a result of Tenant’s improvements or use, shall comply with all applicable laws, ordinances, regulations and except for latent defects building codes (including, but not readily apparent from a careful inspection of limited to, the Premises without cutting into or otherwise disturbing wallsAmericans with Disabilities Act (“ADA”), floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions allocation of ADA compliance responsibilities under Section 3.01 of this Lease)2.3(c) below. No promise of To the extent it is not reasonably practicable for Landlord’s Work to be completed by the Early Access Date, Landlord shall proceed diligently and with reasonable efforts to altercomplete Landlord’s Work as promptly as practicable after the Early Access Date, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.Tenant shall continue to cooperate reasonably and in good faith with one another (and cause their respective consultants and contractors

Condition of Premises. The Premises are demised to Tenant acknowledges that he/she has examined the Leased Premises, including all appliances and equipment therein, and the common areas (the “Grounds”). By signing this Lease, Tenant accepts the same “as-is”agrees that they are, except that (a) if, not later than sixty (60) days following on the date of this Lease, in good order, repair and in a safe, clean and tenantable condition unless otherwise noted on the Move-In/Move-Out Inspection Report (Exhibit B), which Report shall be deemed correct unless Tenant notifies objects thereto in writing within five days after receipt thereof. Tenant also acknowledges that Landlord has made no promises to alter, repair, or improve the Leased Premises, except as noted in the Move-In/Move-Out Inspection Report. In the Move-In/Move-Out Inspection Report, Landlord shall disclose whether there is any visible evidence of mold in areas readily accessible within the interior of the dwelling unit. If the Move-In/Move-Out Inspection Report states that there is no visible evidence of mold in the Initial Premises dwelling unit, this written statement shall be deemed correct unless Tenant objects thereto in writing within five days after receiving the Move-In/Move-Out Inspection Report. If the Move-In/Move-Out Inspection Report states that there is visible evidence of mold in the dwelling unit, the tenant shall have the option to terminate the tenancy and not take possession or remain in possession of the dwelling unit. If Tenant requests to take possession, or remain in possession, of the dwelling unit, notwithstanding the presence of visible evidence of mold, Landlord shall promptly remediate the mold condition but in no event later than five business days thereafter and re-inspect the dwelling unit to confirm there is no visible evidence of mold in the dwelling unit and reflect on a portion thereof (clearly designated new Move-In/Move-Out Inspection Report that there is no visible evidence of mold in such notice to Landlord) are to be delivered in shell condition (but absent such notice the dwelling unit upon re-inspection. Landlord will not otherwise be obligated inspect the unit on a regular basis to perform check for needed maintenance, tenant housekeeping, and other Lease compliance issues in accordance with the Shell Work, Handbook guidelines and applicable law. Landlord will inspect the unit at the time being Tenant vacates the unit and shall give Tenant a written statement of the essence of such notice)charges, the Landlord shallif any, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensewhich Tenant is responsible, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions Paragraph 7 of this Lease. Tenant’s taking possession of any portion of Tenant or representative may join in the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when move-out inspection, unless Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises vacates without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Tenant has had an opportunity to inspect the condition of the Premises are demised and agrees to Tenant accept the Premises “as is” in their condition existing as of the Early Access Date, without any obligation on the part of Landlord to improve, alter, repair or clean the Premises in any way for Tenant’s occupancy hereunder, except as otherwise expressly provided herein. Notwithstanding the foregoing: (a) Landlord shall deliver the Premises and Tenant accepts the same all Building systems and existing improvements in “as-as is”” condition, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1expense, 2013, and perform all other work necessary to prepare cause the Initial following (collectively, “Landlord’s Work”) to be true as soon as practicable after the Early Access Date (and in all events prior to the Rent Commencement Date): (i) the Building roof shall be in good and watertight condition; (ii) all existing Building systems (including, but not limited to, heating, ventilation and air conditioning, mechanical, electrical, plumbing and life safety systems) and utilities serving the Premises for shall be in good working condition and operable in their current locations, prior to modifications (or damage, if any) as a result of Tenant’s occupancy shall be performed at improvements or use; and (iii) the Building shell, Premises and existing improvements therein, as delivered to Tenant prior to modifications (or damage, if any) as a result of Tenant’s sole cost improvements or use, shall comply with all applicable laws, ordinances, regulations and expensebuilding codes (including, but not limited to, the Americans with Disabilities Act (“ADA”), subject to the allocation of ADA compliance responsibilities under Section 2.3(c) below. To the extent it is not reasonably practicable for Landlord’s Work to be completed by the Early Access Date, Landlord shall proceed diligently and with reasonable efforts to complete Landlord’s Work as promptly as practicable after the Early Access Date, and Landlord and Tenant shall continue to cooperate reasonably and in accordance good faith with one another (and cause their respective consultants and contractors to cooperate reasonably and in good faith with one another) in the manner described in Section 2.2 above in connection with the concurrent performance of their respective work in the Building. Following Landlord’s written notice to Tenant that Landlord has completed Landlord’s Work and is delivering the Premises and the existing Building systems and improvements in the condition required above in this paragraph (“Landlord’s Completion Notice”), Tenant shall thereafter during the term of this Lease be responsible (subject, however, to any corrective obligations of Landlord as expressly set forth in this Section 2.3) for maintenance, repair and/or replacement of all such systems and improvements to the extent required under Article 8 hereof and any other applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, Lease. If Landlord’s obligations with respect to such designated portion(s) Landlord’s Work under this paragraph are violated in any respect, then it shall be the obligation of Landlord, after receipt of written notice from Tenant setting forth with specificity the nature of the Premisesviolation, perform the Shell Work described in Exhibit B-1 to correct promptly and diligently, at Landlord’s sole cost and expense prior cost, the condition(s) constituting such violation, except that Tenant shall be responsible for any such corrective work to the date which is ninety extent the condition(s) constituting the violation are attributable to modifications (90or damage, if any) in the course of Tenant’s improvements to or use of the Premises; provided, however, that Tenant’s failure to give such written notice to Landlord regarding any alleged violation within one hundred twenty (120) days following after the date on which the additional space would be delivered Rent Commencement Date shall give rise to a conclusive and irrebuttable presumption that Landlord has complied with all Landlord’s obligations under Section 42.01 but for the Tenant election this paragraph; provided further, however, that the same foregoing 120-day notice provision shall not apply to any violation or alleged violation of Landlord’s ADA compliance responsibilities under this Section 2.3. TENANT ACKNOWLEDGES THAT THE WARRANTIES AND/OR OBLIGATIONS CONTAINED IN THIS SECTION 2.3 ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PHYSICAL CONDITION OF THE PREMISES, BUILDING SYSTEMS AND EXISTING IMPROVEMENTS IN THE PREMISES, AND THAT LANDLORD MAKES NO OTHER WARRANTIES EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 2.3. (b) As set forth in the Workletter attached hereto as Exhibit B and incorporated herein by this reference (the “Workletter”), Landlord shall provide Tenant with a tenant improvement allowance in the amount of up to Thirty-Five Dollars ($35.00) per square foot, equivalent to an aggregate allowance of up to Six Hundred Forty-One Thousand Six Hundred Fifty-Five and No/100 Dollars ($641,655.00) (the “Tenant Improvement Allowance”) towards the construction of Tenant Improvements by Tenant in the Premises. Tenant’s construction of such Tenant Improvements shall be delivered in shell conditiongoverned by the provisions of Article 7 hereof and of the Workletter, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy such Tenant Improvements shall be performed at constructed in compliance with all of the provisions thereof (including, without limitation, all conditions relating to Landlord’s approval of plans and specifications), as well as the provisions of this Section 2.3. The Tenant Improvement Allowance shall not be used or useable by Tenant for any moving or relocation expenses of Tenant’s sole , or for any cost and expenseor expense associated with any moveable furniture, in accordance with trade fixtures, personal property or any other item or element which, under the applicable provisions of this Lease, will not become Landlord’s property and remain with the Building upon expiration or termination of this Lease. Tenant’s taking possession The Tenant Improvement Allowance may, however, be applied toward all costs of hiring a licensed architect for the design of all Tenant Improvements to be constructed by Tenant pursuant to the Workletter and for the cost of all permits and inspections required by any governmental authority in connection with the construction of such Tenant Improvements. Any portion of the Premises Tenant Improvement Allowance which has not been claimed or drawn by Tenant by February 28, 2009 shall expire and shall no longer be available to Tenant thereafter. Additional conditions and procedures relating to the disbursement of the Tenant Improvement Allowance shall be conclusive evidence that such portion of as set forth in the Premises was Workletter or as otherwise reasonably prescribed in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation writing by Landlord or its agents respecting Project Manager (as designated in the condition Workletter). The Tenant Improvement Allowance is provided as part of the Property basic consideration to Tenant under this Lease and will not result in any rental adjustment or additional rent beyond the rental amounts expressly provided in Section 3.1 hereof, nor shall the expiration of any unused portion of the Tenant Improvement Allowance as provided above result in any credit against or other adjustment with respect to the rental amounts set forth in Section 3.1 hereof. (c) Landlord warrants to Tenant that the Premises as they exist on the date of Landlord’s Completion Notice, but without regard to Tenant’s improvements therein or to the particular use for which Tenant will occupy the Premises, shall not violate any covenants or restrictions of record or any applicable law, building code, regulation or ordinance in effect on the date of Landlord’s Completion Notice. Tenant warrants to Landlord that the Tenant Improvements and any other improvements constructed by Tenant in or about the Premises from time to time shall not violate any applicable law, building code, regulation or ordinance in effect at the time such improvements are placed in service. Without limiting the generality of the foregoing, the parties intend and acknowledge that Landlord shall be responsible for ADA and building code compliance for all improvements in the Building shell, Building common areas and Common Areas of the Center (including, but not limited to, existing Building access points, doors, entrances, elevators, ramps and common restrooms) as they exist on the date of Landlord’s Completion Notice (except to the extent, if any, that such improvements in the Building and/or Common Areas consist of or are materially affected by the improvements constructed by Tenant or by Tenant’s particular use of the Premises), subject to the express assignment of certain areas of responsibility to Tenant as set forth below, and that Tenant shall be responsible for ADA and building code compliance with respect to the interior spaces within the Premises and any other ADA and building code compliance required in connection with or as a result of improvements constructed by Tenant. If it is determined that any of these warranties has been made violated, then it shall be the obligation of the warranting party, after written notice from the other party, to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord correct the condition(s) constituting such violation promptly, at the warranting party’s sole cost and Tenantexpense. TENANT ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN THIS LEASE, NEITHER LANDLORD NOR ANY AGENT OF LANDLORD HAS MADE ANY REPRESENTATION OR WARRANTY AS TO THE PRESENT OR FUTURE SUITABILITY OF THE CENTER OR THE PREMISES FOR THE CONDUCT OF TENANT’S BUSINESS OR PROPOSED BUSINESS THEREIN.

Condition of Premises. The Except as specifically set forth in this Lease (including the Work Letter Agreement), after Landlord substantially completes the Tenant Improvements, Tenant agrees to accept the Premises are demised to Tenant and Tenant accepts the same in its “as-is”” condition as of the date thereof except for punch list items and provided that (as provided below) all of the Building systems are in good working order and comply with all applicable codes. Tenant also acknowledges that, except that (a) if, not later than sixty (60) days following the date of as otherwise expressly set forth in this Lease, Tenant notifies neither Landlord that the Initial Premises nor any agent of Landlord has made any representation or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, warranty with respect to such designated portion(s) of the Premises, perform the Building, the Site or the Project or their condition, or with respect to the suitability thereof for the conduct of Tenant’s business. The taking of possession of the Premises by Tenant shall conclusively establish that the Premises (including the Tenant Improvements therein) and the Common Areas attaching to the Premises were at such time complete and in good, sanitary and satisfactory condition other than for punch list items and without any obligation on Landlord’s part to make any alterations, upgrades or improvements thereto except for punch list items and as expressly set forth in this Lease (including the Work Letter Agreement); provided, however, in the event that, as of the Commencement Date, the Common Areas, the Base, Shell Work described and Core (as defined in Section 1 of Exhibit B-1 “C”) (including the base building HVAC, plumbing, electrical, elevator and mechanical systems serving the Premises) and Tenant Improvements, in its condition existing as of such date with regard to the Tenant Improvements (but only with respect to a general office use of space), alterations or other and Tenant’s use of the Premises for general office purposes, and based solely on an unoccupied basis, (A) does not comply with applicable laws in effect as of the Commencement Date (including the Americans with Disabilities Act) (the “ADA”), or (B) contains latent defects (not caused by Tenant’s acts or omissions), then Landlord shall be responsible, at Landlord’s sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise permitted in (and not excluded in) Section 4 hereof) nor deducted from the Tenant Improvement Allowance, for correcting any such non-compliance to September 1the extent and as and when required by applicable laws, 2013and/or correcting any such latent defects as soon as reasonably possible after receiving notice thereof from Tenant or otherwise becoming aware of same. In addition, and all other work necessary to prepare any code compliance or ADA modifications that are required inside or outside of the Initial Premises for Tenant(exclusive of the Tenant Improvements) (backflow device, egress lighting, etc.) during Landlord’s occupancy construction of the Tenant Improvements shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to and not deducted from the date which is ninety (90) days following Tenant Improvement Allowance nor shall it be included in Operating Expenses. Nothing in this Section 11.1 shall have the date on which the additional space would be delivered effect of limiting Landlord’s obligations under Section 42.01 but for 11.2 below or under the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantWork Letter Agreement.

Condition of Premises. The Tenant has been in occupancy of the Premises are demised as a subtenant prior to the Execution Date, and has had an opportunity to inspect the Premises and is familiar with the condition of the Premises. Tenant and acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant's business. Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition "as is" as of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease Term Commencement Date and (b) as Landlord shall have no obligation to space added alter, repair or otherwise prepare the Premises for Tenant's occupancy or to pay for or construct any improvements to the Premises pursuant to Section 42.01Premises, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, except with respect to such designated portion(s) of the Premises, perform TI Allowance and the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions last sentence of this LeaseArticle. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order 's execution and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 delivery of this Lease). No promise of Landlord Lease shall, except as otherwise agreed to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were, as of the Execution Date, in good, sanitary and satisfactory condition and repair. Landlord will install, at Landlord's cost, on or before the Term Commencement Date, ten (I0) bicycle lockers at a location designated by Landlord within the Project for the shared use of all tenants and occupants of the Project.

Condition of Premises. The Except as otherwise specifically provided in this Lease (including, without limitation, in Exhibit B attached hereto), Contractor hereby agrees that upon delivery of possession of the Premises are demised to Tenant Contractor, Contractor shall accept such delivery of possession thereof in the Premises' then existing "AS IS" condition, and Tenant accepts by accepting such possession acknowledges (i) that Contractor has inspected the same “as-is”Premises, has had the opportunity to have Contractor's architect and/or engineer inspect and survey the condition of the Premise, and is fully aware of the condition of the Premises as of delivery of possession; (ii) that Airports Authority shall have no obligation to improve or alter the Premises for the benefit of Contractor; and (iii) that, except that as may be expressly provided in this Lease, no representation or warranty of any kind has been made by Airports Authority or any of its employees, agents, representatives, contractors or brokers respecting (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)Premises and/or the Airport, the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) the suitability thereof for Contractor's use or the conduct of Contractor's business, or (c) occupancy or operation within the Airport by any other person or entity. Contractor irrevocably waives any claim based upon or related to any such claimed representation by Airports Authority or any claimed representation by Airports Authority as to space added passengers to be expected at the Premises pursuant Airport or sales to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of expected at the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s Contractor's taking possession of any portion of the Premises shall be conclusive evidence that such portion constitute Contractor's formal acceptance of the Premises was in good order same and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of acknowledgment that the Premises without cutting into are in the condition called for under this Lease, subject to all field conditions existing at the time of delivery of possession. In no event shall Airports Authority be liable for damages or otherwise disturbing walls, floors or ceilings and punchlist items as a result of which Tenant has delivered notice any failure to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to make the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve Premises available within the Property and no representation by Landlord or its agents respecting time and/or in the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained provided in this Lease and no such failure shall permit Contractor to rescind or in any written amendment hereto signed by Landlord and Tenantterminate this Lease.

Condition of Premises. (a) The parties hereto hereby acknowledge and agree that Landlord is delivering, and Tenant is accepting, the Premises are demised in their "as is" condition on the date hereof. Tenant acknowledges that it has inspected, examined and investigated to its full satisfaction the Premises and the uses thereof and any other matter of concern to Tenant and with respect to the Premises, that Tenant accepts the same “as-is”Premises in their present condition (after having occupied same) without any representation or warranty whatsoever by Landlord as to the condition of the Premises or the value thereof or the utility thereof or usefulness for any particular purpose or any other matter or thing relating in any way to the Premises, and that Tenant acknowledges that Landlord has not made and does not make, and Tenant is not relying upon, any representation or warranty, except that as herein expressly provided, as to the physical condition, quality, value or character or any other matter relating to or affecting the Premises. (ab) ifLandlord represents and warrants to Tenant, not later than sixty (60) days following the date of which representations and warranties are a material inducement to Tenant entering into this Lease, Tenant notifies Landlord that as follows: (i) The mortgages specified in Exhibit A are the Initial Premises only Fee Mortgages encumbering or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being affecting all or any part of the essence Premises as of the date hereof, and true and complete copies of the Fee Mortgage documents or documents evidencing or affecting such notice)lien, as in effect on the date hereof, have been previously delivered to Tenant. (ii) The easements, restrictions and other matters of record as of December, 1991, and any unrecorded agreements of a similar nature to which Tenant would be subject hereunder, do not materially adversely affect, individually or in the aggregate, the Landlord shall, with respect to such designated portion(s) use of the Premises, perform as the Shell Work described Premises were used in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1December, 20131991. (iii) The actual uses being made of the Premises during December 1991 were permitted by all applicable zoning laws, or (if not permitted by zoning laws) were lawful nonconforming uses, and all other work necessary to prepare certificates of occupancy required for such use in December 1991 were obtained and were in full force and effect. (iv) To the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost actual knowledge of Landlord, Xxxxxx X. XxXxx and expenseXxxxxx X. XxXxx, as of December, 1991 there were no material structural defects in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to on the date which hereof, except as set forth on EXHIBIT D. (v) Landlord is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion a fee owner of the Premises shall be conclusive evidence that such portion and all prior tenancies and rights of occupancy at the Premises was in good order and satisfactory condition when Tenant took possessionor any part thereof, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and those of Tenant, have been terminated.

Condition of Premises. The Premises are demised to Except as expressly set forth in this Lease and in the Tenant and Tenant accepts the same “as-is”Work Letter, except that (a) if, Landlord shall not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform provide or pay for any improvement, remodeling or refurbishment work or services related to the Shell Workimprovement, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) remodeling or refurbishment of the Premises, perform and Tenant shall accept the Premises in its "As Is" condition on the Lease Commencement Date; provided, however, in the event that, during the first twelve (12) months of the initial Lease Term, the Base, Shell and Core of the Building and all Base Building Work described (as defined in Section 1 of Exhibit B-1 B) without regard to any alterations or other improvements to be constructed or installed by Tenant in the Premises or Tenant's use of the Premises, contains defects or does not comply with the Requirements in effect at the time of Landlord’s 's construction of the same (unless such defect or non-compliance arises out of any Alterations or Tenant's use of the Premises), then Landlord shall be responsible, at its sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise expressly permitted in Section 4.2 hereof), for correcting any such non-compliance or defects as soon as reasonably possible after receiving written notice thereof from Tenant; provided, however, that with respect to September 1latent defects, 2013if Tenant fails to give Landlord written notice of any such defects within twelve (12) months after the Lease Commencement Date, then the correction of any such defects shall, subject to Landlord's repair obligations in Section 7.2 hereof (and to the extent such correction is a responsibility of Tenant pursuant to Section 7.1 hereof), be Tenant's responsibility at Tenant's sole cost and expense. Tenant also acknowledges that, except as otherwise expressly set forth in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises, the Building, or the Project or their condition, or with respect to the suitability thereof for the conduct of Tenant's business and any Requirements which apply to the same (including, but not limited to, any zoning/conditional use permit requirements which shall be Tenant's responsibility and Tenant's failure to obtain any such zoning/use permits (if any are required) shall not affect Tenant's obligations under this Lease). Except as otherwise provided above and in the Tenant Work Letter, the taking of possession of the Premises by Tenant shall conclusively establish that the Premises (including the Tenant Improvements therein), the Building and the Project were at such time complete and in good, sanitary and satisfactory condition and without any obligation on Landlord's part to make any alterations, upgrades or improvements thereto. For purposes of Section 1938(a) of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Premises have not undergone inspection by a Certified Access Specialist (CASp). In addition, the following notice is hereby provided pursuant to Section 1938(e) of the California Civil Code: "A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all other work of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to prepare correct violations of construction-related accessibility standards within the Initial Premises premises." In furtherance of and in connection with such notice: (i) Tenant, having read such notice and understanding Tenant's right to request and obtain a CASp inspection and with advice of counsel, hereby elects not to obtain such CASp inspection and waives its rights to obtain a CASp inspection with respect to the Premises, Building and/or Project to the extent permitted by any Requirements now or hereafter in effect; and (ii) if the waiver set forth in clause (i) hereinabove is not enforceable pursuant to any Requirements, then Landlord and Tenant hereby agree as follows (which constitute the mutual agreement of the parties as to the matters described in the last sentence of the foregoing notice): (A) Tenant shall have the one-time right to request for Tenant’s occupancy and obtain a CASp inspection, which request must be made, if at all, in a written notice delivered by Tenant to Landlord on or before that date which is ten (10) days after the Effective Date; (B) any CASp inspection timely requested by Tenant shall be performed conducted (1) between the hours of 9:00 a.m. and 5:00 p.m. on any business day, (2) only after ten (10) days' prior written notice to Landlord of the date of such CASp inspection, (3) in a professional manner by a CASp designated by Landlord and without any testing that would damage the Premises, Building or Project in any way, and (4) at Tenant’s 's sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01including, if Tenant elects as provided thereinwithout limitation, that some or all Tenant's payment of the space so added shall be delivered in shell condition (but absent fee for such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)CASp inspection, the Landlord shallfee for any reports prepared by the CASp in connection with such CASp inspection (collectively, with respect to such designated portion(sthe "CASp Reports") of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary costs and expenses in connection therewith; (C) Tenant shall deliver a copy of any CASp Reports to prepare the space so added under Section 42.01 for Landlord within three (3) business days after Tenant’s occupancy shall be performed 's receipt thereof; (D) Tenant, at Tenant’s its sole cost and expense, in accordance with shall be responsible for making any improvements, alterations, modifications and/or repairs to or within the applicable provisions Premises to correct violations of this Lease. Tenant’s taking possession construction-related accessibility standards including, without limitation, any violations disclosed by such CASp inspection; and (E) if such CASp inspection identifies any improvements, alterations, modifications and/or repairs necessary to correct violations of any portion construction-related accessibility standards relating to those items of the Premises shall be conclusive evidence that such portion of Building and Project located outside the Premises was in good order that are Landlord's obligation to repair under the Lease (as amended hereby), then Landlord shall perform such improvements, alterations, modifications and/or repairs as and satisfactory condition when Tenant took possessionto the extent required by any Requirements to correct such violations, and except Tenant shall reimburse Landlord for latent defects not readily apparent the cost of such improvements, alterations, modifications and/or repairs within ten (10) business days after Tenant's receipt of an invoice therefor from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. 5.01 IT IS UNDERSTOOD AND AGREED THAT THE LEASED PREMISES ARE LEASED "AS IS, WHERE IS, WITH ALL ITS FAULTS" AS OF THE COMMENCEMENT DATE AND THAT LESSOR IS NOT MAKING AND HAS NOT AT ANY TIME MADE ANY WARRANTY OR REPRESENTATION OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, WITH RESPECT TO THE LEASED PREMISES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OR REPRESENTATION AS TO HABITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ZONING, PHYSICAL OR ENVIRONMENTAL CONDITIONS, SIZE, UTILITIES, GOVERNMENTAL APPROVALS, THE COMPLIANCE OF THE LEASED PREMISES WITH GOVERNMENTAL AND ENVIRONMENTAL LAWS AND REGULATIONS, THE TRUTH, ACCURACY OR COMPLETENESS OF ANY DOCUMENT OR OTHER INFORMATION PROVIDED TO LESSEE BY LESSOR OR ANY OTHER PERSON, OR ANY OTHER MATTER OR THING REGARDING THE LEASED PREMISES. 5.02 The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following the date taking of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being possession of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Leased Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date by Lessee on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises Commencement Date shall be conclusive evidence that such portion of the Lessee accepts the Leased Premises was in its then present condition "AS IS, WHERE IS, AND WITH ALL FAULTS" and that the Leased Premises are in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection at the time such possession was taken. 5.03 Lessee has been afforded the opportunity to conduct its own environmental investigation of the Leased Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice declined to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantdo so.

Condition of Premises. Without limiting any of Landlord’s obligations, representations, or warranties under this Lease, Tenant will accept the Premises in its condition as of the Commencement Date, provided that. Landlord shall cause the Premises to conform to the delivery obligations in Work Letter, Addendum 5[X], and to be in good order and operating condition and in compliance with Legal Requirements as of the Commencement Date(120) calendar days after Xxxxxx’s Architect completes construction plans suitable for bidding and permitting and Landlord has approved such plans. The Premises are demised (120) days time to complete construction (the “Tenant Improvement Construction Time”) may be extended in the case of Force Majeure up to a maximum of (90) additional calendar days. Landlord represents and warrants to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following Landlord has the date of full right and power to execute and perform under this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and ; (b) as to space added Landlord is/or will be the sole fee simple owner of the Building and the Land, subject only to the Premises pursuant to Section 42.01, if Tenant elects Permitted Exceptions; (c) as provided therein, that some or all of the space so added shall be delivered Commencement Date, Landlord has no actual knowledge of any newly-enacted, pending, proposed, or threatened land use actions, condemnation proceedings, or litigation that would in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for any way prevent or inhibit Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion use of the Premises shall be conclusive evidence that such portion as contemplated by this Lease; (d) the Land constitutes a single legal lot in compliance with all applicable subdivision laws; [IF NO LENDER: and (e) there is no mortgage encumbering the Building or the Land.] <OR> [IF LENDER: (e) the mortgage in favor of the Premises was in good order and satisfactory condition when Tenant took possessionLender dated _TBD_________, and except for latent defects recorded in _Prince Xxxxxx County, Virginia______________, is the only mortgage encumbering the Building and the Land; and (f) Landlord is not readily apparent from in default under such mortgage or any loan document related thereto and there is no event or condition that, with the giving of notice or the passage of time, or both, would constitute a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation default by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than thereunder.] The term “mortgage” as may be contained used in this Lease or in will be deemed to include deeds of trust, security assignments, and any written amendment hereto signed by Landlord other similar encumbrances, and Tenantany reference to the “lienholder” of a mortgage will be deemed to include the beneficiary under a deed of trust. Use.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”acknowledges that, except as set forth in this Section, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the PremisesExecution Date and (b) Landlord shall have no obligation to alter, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at or to pay for or construct any improvements to the Premises, except with respect to the Base TI Allowance and, if properly requested by Tenant pursuant to the terms of the Lease, the Additional TI Allowance and the performance of the Landlord Improvements (as defined in the Work Letter). Tenant’s sole cost taking of possession of the Premises shall, except as otherwise agreed to in writing by Landlord and expenseTenant, and without limiting the obligations of Landlord described in accordance with Article 18, and subject to the applicable remaining provisions of this Lease and (b) as to space added to Section, conclusively establish that the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair. Notwithstanding the foregoing, Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s its sole cost and expense prior and in accordance with Exhibit B, construct and deliver the following improvements consistent with improvements to other multi-tenant buildings in the Project, to the date which is ninety Building Common Area, in order to support multi-tenanting the Building: (90m) days following a common lobby on the date on which first (1st) floor of the additional space would be delivered under Section 42.01 but Building, (n) lobby and suite directional signage, (o) utility meters for the Tenant election that Building Common Area and (p) a service elevator. As of the same Term Commencement Date, (y) the Building Common Area shall be delivered in shell conditioncompliance with all Applicable Laws, including the ADA, and (z) all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy base Building systems set forth on Exhibit L attached hereto shall be performed in good working order and condition. In addition, Landlord shall, at Tenant’s its sole cost and expenseexpense (and not as an Operating Expense), perform the repairs identified in accordance with Exhibit N. In the applicable provisions of this Lease. Tenant’s taking possession of event any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers base Building systems set forth on Exhibit L require replacement (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed reasonably determined by Landlord and for reasons other than those caused by Tenant) during the initial twelve (12) months of the Term, Landlord, at its sole cost and expense (and not as an Operating Expense), shall make such replacements (provided, however, that any ordinary repair and maintenance costs of such base Building systems shall be included as an Operating Expense).

Condition of Premises. The Landlord agrees to deliver the Premises are demised to Tenant in broom clean condition, free and Tenant accepts the same “as-is”clear of all personal property, except such personal property as Tenant may purchase from the existing tenant, provided that (a) ifsaid items are clearly marked accordingly. Tenant agrees to accept the Premises in their present condition, not later than sixty (60) days following subject to Landlord's obligation to complete the date Landlord's Work in a good and workmanlike manner, free from material defects, and to meet the other applicable standards and requirements relating to the condition of the Premises as expressly set forth in this Lease, and without any additional representation or warranty of Landlord as to its condition, except for those representations and warranties made by Landlord in the Lease. Except as expressly set forth in the Lease, Tenant notifies acknowledges that (i) Landlord that is leasing and Tenant is accepting the Initial Premises in its "As Is, Where-Is" condition, and (ii) Landlord has not made, nor shall Landlord be deemed to have made, any representation or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Workwarranty, time being of the essence of such notice), the Landlord shallexpress or implied, with respect to the Premises. Notwithstanding the foregoing, Landlord shall undertake the correction of defective Landlord's Work, provided that Tenant gives Landlord written notice promptly after discovery of such designated portion(sdefect. If no notice to the contrary has been given to Landlord within thirty (30) days after the Commencement Date or thirty (30) days after the completion of the PremisesLandlord's Work (whichever is later), perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy it shall be conclusively deemed that the all of the Landlord's Work not objected to by Tenant as aforesaid was satisfactorily performed at Tenant’s sole cost and expense, in accordance with and meeting the applicable provisions requirements of this Lease Lease. The foregoing presumption shall not apply, however: (i) to required work not actually completed by Landlord, which Landlord agrees it shall complete with commercially reasonable speed and diligence or (bii) as to space added to the Premises pursuant to Section 42.01latent defects in such work which could not reasonably have been discovered theretofore, if provided Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice notifies Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is thereof within ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantafter occupancy.

Condition of Premises. The Premises are demised to EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, LANDLORD HEREBY DISCLAIMS ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY THAT THE PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSE OR USE, WHICH DISCLAIMER IS HEREBY ACKNOWLEDGED BY TENANT. THE TAKING OF POSSESSION BY TENANT SHALL BE CONCLUSIVE EVIDENCE THAT TENANT: (i) ACCEPTS THE PREMISES, THE BUILDING AND LEASEHOLD IMPROVEMENTS AS SUITABLE FOR THE PURPOSES FOR WHICH THE PREMISES WERE LEASED; (ii) ACCEPTS THE PREMISES AND PROPERTY AS BEING IN GOOD AND SATISFACTORY CONDITION; (iii) WAIVES ANY DEFECTS IN THE PREMISES AND ITS APPURTENANCES EXISTING NOW OR IN THE FUTURE, EXCEPT THAT TENANT’S TAKING OF POSSESSION SHALL NOT BE DEEMED TO WAIVE LANDLORD’S COMPLETION OF MINOR FINISH WORK ITEMS THAT DO NOT INTERFERE WITH TENANT’S OCCUPANCY OF THE PREMISES; AND (iv) WAIVES ALL CLAIMS BASED ON ANY IMPLIED WARRANTY OF SUITABILITY OR HABITABILITY. Notwithstanding the foregoing provisions of this Pxxxxxxxx 00, Xxxxxxxx agrees that if Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than notifies Landlord in writing within sixty (60) days following the date Substantial Completion of this Leasethe Tenant Improvements (the ‘60 Day Period’) of any material latent defects in the Premises discovered by Tenant (and not caused by Tenant, its employees, agents, contractors or business invitees), which materially affect the use, occupancy or aesthetic appearance of the Premises (‘Defects’), then Landlord, at its sole expense, shall repair such Defects within thirty (30) days after receipt of such notice from Tenant, provided that if more than thirty (30) days is needed to adequately repair such Defect, then as long as Landlord diligently proceeds with such repairs, Landlord shall have such additional time as is necessary to complete such repairs. Tenant notifies covenants to Landlord that the Initial Premises it shall notify Landlord promptly of Tenant’s or a portion thereof (clearly designated its agent’s, representative’s or contractor’s discovery of any Defects in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, hereby agrees that it will waive any and all other work necessary claims for damages against Landlord due to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, such Defects if Tenant elects as provided therein, that some or all does not timely and within the 60 Day Period notify Landlord of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Leasesame. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be Nothing contained in this Lease or Paragraph 28 shall be construed to limit Landlord’s obligation to maintain the Property as set forth in any written amendment hereto signed by Landlord and TenantParagraph 7 hereof.

Condition of Premises. The Premises are demised to Tenant acknowledges that he/she has examined the Leased Premises, including all appliances and Tenant accepts equipment therein, and the same common areas (the “as-isGrounds”). By signing this Lease, except Xxxxxx agrees that (a) ifthey are, not later than sixty (60) days following on the date of this Lease, in good order, repair and in a safe, clean and tenantable condition unless otherwise noted on the Move-In/Move-Out Inspection Report (Exhibit B), which Report shall be deemed correct unless Tenant notifies objects thereto in writing within five days after receipt thereof. Xxxxxx also acknowledges that Landlord has made no promises to alter, repair, or improve the Leased Premises, except as noted in the Move-In/Move-Out Inspection Report. In the Move-In/Move-Out Inspection Report, Landlord shall disclose whether there is any visible evidence of mold in areas readily accessible within the interior of the dwelling unit. If the Move-In/Move-Out Inspection Report states that there is no visible evidence of mold in the Initial Premises dwelling unit, this written statement shall be deemed correct unless Tenant objects thereto in writing within five days after receiving the Move-In/Move-Out Inspection Report. If the Move-In/Move-Out Inspection Report states that there is visible evidence of mold in the dwelling unit, the tenant shall have the option to terminate the tenancy and not take possession or remain in possession of the dwelling unit. If Tenant requests to take possession, or remain in possession, of the dwelling unit, notwithstanding the presence of visible evidence of mold, Landlord shall promptly remediate the mold condition but in no event later than five business days thereafter and re-inspect the dwelling unit to confirm there is no visible evidence of mold in the dwelling unit and reflect on a portion thereof (clearly designated new Move-In/Move-Out Inspection Report that there is no visible evidence of mold in such notice to Landlord) are to be delivered in shell condition (but absent such notice the dwelling unit upon re-inspection. Landlord will not otherwise be obligated inspect the unit on a regular basis to perform check for needed maintenance, tenant housekeeping, and other Lease compliance issues in accordance with the Shell Work, Handbook guidelines and applicable law. Xxxxxxxx will inspect the unit at the time being Tenant vacates the unit and shall give Tenant a written statement of the essence of such notice)charges, the Landlord shallif any, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensewhich Xxxxxx is responsible, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions Paragraph 7 of this Lease. Tenant’s taking possession of any portion of Tenant or representative may join in the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when move-out inspection, unless Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises vacates without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Sublandlord will deliver the Premises are demised to Tenant and Tenant accepts Subtenant on the same Sublease Commencement Date in its “as-is”AS IS” condition, except that Sublandlord shall, at its sole cost and expense: (aA) ifclean the Premises, not later than sixty including the carpets and any units of furniture, personal property and equipment located in the Premises; and (60B) days following divide the date Zynga Server Room located on the second (2nd) floor of the Building (as such Zynga Server Room is shown on the space plan attached hereto as Exhibit B) into two (2) non-equal spaces by installing a secured cage therein, which division shall be implemented substantially as shown on the space plan attached hereto as Exhibit B and shall provide for each of Sublandlord’s and Subtenant’s exclusive use of their remaining, respective portions of the Zynga Server Room (with Sublandlord retaining exclusive access to the remaining larger portion of the Zynga Server Room and Subtenant retaining exclusive access to the remaining smaller portion of the Zynga Server Room). Subtenant has thoroughly inspected and examined the Premises, has elected to sublease the Premises from Sublandlord under the terms of this LeaseSublease on a strictly “AS IS” and “with all faults” basis, Tenant notifies Landlord and acknowledges that Sublandlord has no obligation to make any improvements or provide any furnishings or equipment to Subtenant in connection therewith, except as specifically provided herein (including, without limitation, as provided in Section 7 below). Except as expressly set forth herein, no representations or warranties of any kind have been made to Subtenant concerning the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform nor have any promises to alter or improve the Shell Work described Premises been made by Sublandlord or any party on behalf of Sublandlord. Subtenant is subleasing the Premises from Sublandlord after having had an opportunity to fully inspect the Premises and the right not to execute this Sublease if the results of said inspection were unacceptable. Therefore, Subtenant hereby agrees that the term “AS IS” means that upon having approved said inspection, it will sublease the Premises, without warranty or representation, either oral or written, or expressed or implied, as to the physical condition of the Premises and/or the compliance of same with building, fire, health and zoning codes and other applicable laws, ordinances and regulations. Sublandlord hereby expressly disclaims any and all warranties or representations made to Subtenant, whether the same were made by any partner, officer, director or employee of Sublandlord or any other agent of same, such as a broker. At the termination of this Sublease, Subtenant shall surrender the Premises to Sublandlord in Exhibit B-1 at Landlord’s sole cost the condition received, reasonable wear and expense prior tear excepted and all improvements and/or modifications installed by Subtenant in the Premises (excluding only trade fixtures and equipment, furniture, furnishings and other moveable items) shall remain and be the property of Sublandlord, unless Sublandlord and/or Master Landlord otherwise notifies Subtenant to September 1, 2013remove the same pursuant to the terms of the Lease as incorporated herein, and repair all other work necessary damage caused by such removal. For purposes hereof, the “rentable square feet” of the Premises set forth in Recital A above are hereby agreed to prepare by Sublandlord and Subtenant and shall not be subject to revision. By taking possession of the Initial Premises, Subtenant acknowledges that the Premises for Tenant’s occupancy are in a tenantable and good condition. Subtenant shall not make any alterations, additions or improvements to the Premises without first obtaining the written consent of Sublandlord and, if required by the Lease, of Master Landlord. Any approved alterations, additions or improvements to the Premises shall be performed made by Subtenant at TenantSubtenant’s sole cost and expense, in accordance with the and otherwise upon all applicable provisions of this Lease terms and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all conditions of the space so added shall be delivered in shell condition Lease (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(sincluding any removal and restoration obligations) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantSublease.

Condition of Premises. The LESSEE agrees to accept delivery of the Leased Premises are demised on the Effective Date (as defined in Article III) in its “as is” condition. LESSEE acknowledges that LESSOR is not required to Tenant perform any work or improvements to the Leased Premises as a condition to LESSEE’s initial occupancy thereof or the inception of this Lease, other than the LESSOR agrees to paint one wall in the entry lobby of each floor of the Leased Premises to be agreed upon by the parties prior to the Effective Date. Additionally, LESSOR agrees to warrant that the Leased Premises shall be delivered to LESSEE with all base building mechanical, electrical and Tenant accepts plumbing systems and HVAC equipment in good working order with a remaining useful life equal or greater than the same Term hereof. Additionally, LESSEE shall have the use of the furniture in the Leased Premises set forth in the inventory attached hereto as Exhibit B (the “Furniture”). LESSEE shall accept the Furniture in its “as-is”, except that (a) if, not later than sixty (60) days following where-is” condition and shall return the date Furniture at the end of this Lease, Tenant notifies Landlord that the Initial Premises Term or a portion thereof (clearly designated Option Term, as the case may be, in such notice to Landlord) are to be delivered in shell the same condition (but absent such notice Landlord will not otherwise be obligated to perform as the Shell Work, time being Furniture was as of the essence Effective Date, reasonably wear and tear and damage by fire or other casualty excepted. LESSOR represents and warrants that LESSOR has good title to the Furniture free and clear of such notice), the Landlord shall, with respect any liens or encumbrances and is able to such designated portion(s) provide use of the PremisesFurniture to LESSEE without any third party consents or approvals. In addition, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy LESSEE shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added have access to the Leased Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense least 15 days prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but Effective Date for the Tenant election that purpose of installing furniture, fixtures, equipment, wiring and cabling so long as said installation does not materially delay the same be delivered in shell condition, and all other work necessary painting required to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than LESSOR as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantdescribed above.

Condition of Premises. The Premises are demised Tenant acknowledges that except to Tenant and Tenant accepts the same “as-is”extent expressly set forth in this Lease or in a written addendum or amendment hereto, except that neither Landlord nor its agents have made (ai) ifany promise to alter, not later than sixty remodel or otherwise improve, or (60ii) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises any representation or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, warranty with respect to such designated portion(s) of the condition of, the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some Building or all any part of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this LeaseProject or improvements thereon or therein. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion deemed acceptance of the Premises was by Tenant, and shall be deemed conclusively to establish that the Premises are in good order and satisfactory condition when as of the date Tenant took takes possession. Subject to the completion of any Landlord’s Work, and except for latent defects not readily apparent from a careful inspection Tenant accepts possession of the Premises without cutting into or otherwise disturbing wallsin their current, floors or ceilings “as is”, condition, and punchlist items acknowledges that it has inspected the Premises before signing this Lease and is fully aware of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made Premises. Notwithstanding the foregoing, and prior to Tenant Landlord’s Delivery of the Premises, Landlord shall inspect any existing HVAC system (consisting of any air distribution duct work, compressors and any other related components or relied upon by Tenant other than as may equipment); electrical system (consisting of wall and floor outlets, fluorescent lighting and distribution panel[s]); and plumbing system (consisting of water supply, sinks, drains, restroom facilities, water heater[s] and sprinkler system, if any) collectively “Existing Utility Systems” located in or on the Premises to ensure that each Existing Utility System and any related components are in proper working order and condition. If one or more Existing Utility System does not have a remaining useful life of at least the initial Term of this Lease, each such system shall be contained in this Lease or in any written amendment hereto signed replaced by Landlord prior to the Delivery of the Premises at landlord’s sole cost and Tenantexpense and not as part of the initial Tenant improvements costs. In addition Landlord shall ensure that the Premises are thoroughly cleaned and free of all prior occupants and their personal property by the date of Delivery of the Premises.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later Other than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to the completion of Landlord's construction obligations set forth in the Work Letter, which shall be done in a good and workmanlike manner in accordance with all applicable law (including, without limitation, the Americans With Disabilities Act of 1990) and in accordance with the provisions of the Work Letter, using materials and equipment of good quality, Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty of any kind whatsoever with respect to the Premises or the Building or with respect to the suitability of either for the conduct of Tenant's business. The acceptance of possession of the Premises by Tenant after receipt of the Notice, without objection within the time prescribed for such designated portion(s) objection, shall conclusively establish that the Premises and the Building were at such time in satisfactory condition. Tenant acknowledges and agrees that Tenant is relying solely upon Tenant's own inspection of the Premises, perform and Tenant is not relying on any representation or warranty from the Shell Landlord regarding the Premises or the Building, except as specifically set forth in this Lease or the Work described in Exhibit B-1 at Landlord’s sole cost Letter, including, without limitation, any representation or warranty as to the physical condition, design or layout of the Premises. Notwithstanding the foregoing, as of the Lease Commencement Date, the heating, ventilating and expense prior to September 1, 2013air conditioning system, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy electrical, plumbing, sewer, life safety and, if applicable, security systems (collectively, "BUILDING SYSTEMS") serving Floor Three and Floor Four or Floor One and Floor Two, as the case may be, shall be performed at in good working order and repair. In connection with delivery of possession of Floor Three and Floor Four or Floor One and Floor Two, as the case may be, to Tenant with Landlord's Work and the Tenant’s sole cost 's Improvements having been substantially completed, Tenant, together with Tenant's Architect and expensea representative of Landlord and Landlord's Architect, in accordance with shall conduct a walk through of the applicable provisions portion of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or and prepare a punch list setting forth a description of any and all of the space so added shall Landlord's Work and/or Tenant's Improvements remaining to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the completed or defective and requiring repair or replacement as reasonably determined by Tenant's Architect and Landlord's Architect. Landlord shall, with respect to following the preparation of such designated portion(s) punch list, diligently pursue completion or repair of the Premisespunch list items and upon completing or repairing all such punch list items, perform Landlord shall be considered to have fulfilled its obligations in connection with construction of both the Shell Landlord's Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety Tenant's Improvements. Landlord shall for a period of thirty (9030) days following delivery of possession of Floor Three and Floor Four or Floor One and Floor Two, as the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered case may be, to Tenant, perform any repairs required in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance connection with the applicable provisions of this Lease. Tenant’s taking possession of Building Systems so as to maintain such systems in good working order and repair, provided, however, that Landlord shall have no obligation to make any repairs in connection with any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused Building Systems damaged by Tenant or its any of Tenant's contractors, employees or agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Premises are demised Except as set forth in this Article 5, Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the PremisesTerm Commencement Date and (b) Landlord shall have no obligation to alter, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01Premises, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, except with respect to such designated portion(s) payment of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this LeaseTI Allowance. Tenant’s taking of possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair. Notwithstanding the foregoing, Landlord warrants that the roof of the Building is watertight, and Landlord shall deliver the base building systems serving the Premises that are the responsibility of Landlord under Article 18 of the Lease (including the heating, ventilating and air conditioning systems, electrical, life safety and plumbing systems) in good working order, suitable for office use and in compliance with all Applicable Laws (collectively, “Landlord’s Delivery Condition”). In the event that Landlord fails to satisfy Landlord’s Delivery Condition, Tenant’s sole and exclusive remedy for such failure shall be to deliver written notice to Landlord (a “Repair Notice”) on or before the date that is thirty (30) days after the Term Commencement Date (the “Repair Notice Date”), detailing the nature of such failure. In the event that Landlord receives a Repair Notice on or before the Repair Notice Date, Landlord shall promptly make any repairs reasonably necessary to correct the failure described in the Repair Notice (but only to the extent that Landlord reasonably determines that the failure described in the Repair Notice constitutes and actual failure of Landlord’s Delivery Condition), at Landlord’s cost, provided that Landlord may include the costs thereof in Operating Expenses to the extent that Landlord is permitted to do so under Article 9 of the Lease. Any such failure of Landlord’s Delivery Condition shall not entitle Tenant to any monetary damages or delay the Term Commencement Date.

Condition of Premises. The Premises are demised Except as provided below, Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Except as provided below, Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the condition of the Premises and agrees to take the same in its condition “as is” as of the date of this Lease, that Landlord delivers the Premises to Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being for Tenant’s construction of the essence of such notice)Tenant Improvements in accordance with Section 4.1, and (b) Landlord shall have no obligation to alter, repair or otherwise prepare the Landlord shallPremises for Tenant’s occupancy or to pay for or construct any improvements to the Premises, except with respect to such designated portion(s) of the Premisesperformance, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior expense, of the Landlord Work and payment of the Base TI Allowance and, if properly requested by Tenant pursuant to September 1the terms of the Lease, 2013the Additional TI Allowance. Notwithstanding anything to the contrary in this Lease, Landlord shall deliver the Premises to Tenant with (y) the Pre-Delivery Landlord Work and all other work necessary to prepare (z) the Initial Premises for Tenant’s occupancy shall existing heating, ventilating and air-conditioning, electrical, plumbing and fire/life safety systems serving the Building core (but not the distribution of such systems throughout the Premises, which will be performed at Tenant’s sole cost as part of the Tenant Improvements), the existing galvanized supply air and expenseexhaust air duct risers, the existing roof structure, roof membrane, Building elevators and the Generator (as defined in accordance with the applicable provisions of this Lease and Section 16.8) (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added foregoing listed in this Subsection 5(z) shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated referred to perform the Shell Work, time being of the essence of such notice)herein as, the Landlord shall“Existing Systems”) in good working condition and in compliance with all Applicable Laws (including, with respect to such designated portion(s) without limitation, the ADA inclusive of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior path of travel requirements to the date which is ninety (90) days following extent required in order to obtain a final sign off on the date on which the additional space would be delivered under Section 42.01 but permits for the Tenant election that Pre-Delivery Landlord Work) (the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease“Delivery Requirement”). Tenant’s taking of possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant., conclusively establish that the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair and that the Delivery Requirement was satisfied; provided that, if Landlord fails to satisfy the Delivery Requirement (a “Delivery Shortfall”), then Tenant may, as its sole and exclusive remedy, deliver notice to Landlord detailing the nature of such failure (a “Shortfall Notice”); provided, further, that any Shortfall Notice must be received by Landlord no later than the date (the “Shortfall Notice Deadline”) that is thirty (30) days after the Term Commencement Date. In the event that Landlord receives a Shortfall Notice on or before the Shortfall Notice Deadline, Landlord shall, at Landlord’s

Condition of Premises. The Premises are demised to Tenant agrees that it has examined the Leased Premises, including all appliances and equipment in the unit, the Building and common areas (the “Grounds”). By signing this Lease, Tenant accepts the same “as-is”agrees that they are, except that (a) if, not later than sixty (60) days following on the date of this Lease, in good order, repair, and in a safe, clean and tenantable condition, unless otherwise noted on the Report (Exhibit B), which Report shall be deemed correct unless Tenant notifies objects thereto in writing within five days after receipt thereof. Tenant also acknowledges that Landlord has made no promises to alter, repair, or improve the Leased Premises, except as noted in the Report. In the Report, Landlord shall disclose whether there is any visible evidence of mold in areas readily accessible within the interior of the dwelling unit. If the Report states that there is no visible evidence of mold in the Initial Premises dwelling unit, this written statement shall be deemed correct unless Tenant objects thereto in writing within five days after receiving the Report. If the Report states that there is visible evidence of mold in the dwelling unit, the tenant shall have the option to terminate the tenancy and not take possession or remain in possession of the dwelling unit. If Tenant requests to take possession, or remain in possession, of the dwelling unit, notwithstanding the presence of visible evidence of mold, Landlord shall promptly remediate the mold condition but in no event later than five business days thereafter and re-inspect the dwelling unit to confirm there is no visible evidence of mold in the dwelling unit and reflect on a portion thereof (clearly designated new Report that there is no visible evidence of mold in such notice to Landlord) are to be delivered in shell condition (but absent such notice the dwelling unit upon re-inspection. Landlord will not otherwise be obligated to perform inspect the Shell Work, unit at the time being Tenant vacates the unit and shall give Tenant a written statement of the essence of such notice)charges, the Landlord shallif any, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensewhich Tenant is responsible, in accordance with Paragraph 6 and applicable law. Tenant or representative may join in the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01move-out inspection, if unless Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises vacates without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Except for Landlord's Work (as defined herein), Tenant agrees to accept the Premises are demised to Tenant and Tenant accepts the same “in an absolutely "as-is”" condition, except and Tenant acknowledges that Landlord, its agents, attorneys, representatives and employees have not and do not make any representations or warranties, express or implied, to Tenant regarding the Premises, including, but not limited to: (ai) ifthe zoning of the Premises; (ii) the condition of any underground, not later than sixty above ground or surface improvements; (60iii) days following the date size, area, use or type of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof the fitness of the Premises for any intended or particular use; (clearly designated in such notice iv) the nature of the soil on and underlying the Premises or its suitability for development or any other use thereof; (v) any financial information pertaining to Landlordthe operation of the Premises; (vi) are the status of any requirements or obligations imposed, implied or to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform undertaken by the Shell Work, time being owner or developer of the essence Premises pursuant to any zoning, subdivision, development laws or agreements with any governmental entities; (vii) the presence or absence of such notice)any toxic wastes, hazardous materials or structural defects in, on or under the Landlord shallPremises or any improvements thereon; or (viii) the presence or absence of any rights of any governmental authority, with respect to such designated portion(s) or of owners of property in the vicinity of the Premises, perform to obtain reimbursement, recapture or special assessments from any owner of the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some all or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any a portion of the Premises shall be conclusive evidence that such portion cost of any utilities, roads or other improvements heretofore or hereafter located on or in the vicinity of the Premises was in good order (and satisfactory condition when if such rights exist, Tenant took possessionagrees to pay all sums due pursuant thereto, it being expressly acknowledged and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into agreed that, Tenant hereby waives any claim Tenant may have or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to may hereafter acquire against Landlord, excluding items of damage caused by Tenant or its agents, independent contractors attorneys, representatives or suppliers (subject to the provisions of Section 3.01 of employees for said costs), any and all such representations and warranties, express or implied, being hereby expressly waived by Tenant and disclaimed by Landlord. Except as expressly provided for in this Lease). No , no promise of Landlord to alter, remodel remodel, decorate, clean or improve the Property Premises or any portion thereof and no representation by Landlord or its agents respecting the condition of the Property has the' Premises or any portion thereof have been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and to Tenant.

Condition of Premises. The Premises are demised (A) Tenant acknowledges that Landlord has made no representations to Tenant with respect to the condition of the 40th Floor Premises and/or the 42nd Floor Premises. Tenant acknowledges that it is currently occupying the 40th Floor Premises and Tenant accepts the 42nd Floor Premises and agrees to take the same “as-"as is”" in the condition existing on the date hereof (subject to any maintenance or repair or restoration obligations of Landlord under the Lease, as modified by this Amendment) and that, notwithstanding anything to the contrary contained in the Lease, as amended by this Amendment, Landlord shall have no obligation to perform any work, provide any work allowance or rent credit, alter, improve, decorate, or otherwise prepare the 40th Floor Premises and/or the 42nd Floor Premises for Tenant’s continued occupancy, except that (ai) if, not later than sixty (60) days promptly following the date on which all occupants of the 41st Floor Premises shall vacate same, Landlord shall, at Landlord's expense, (x) remove the internal staircase connecting the 42nd Floor Premises to the 41st Floor Premises subject to the terms of this LeaseParagraph 6 and (y) replace the floor slab, excluding, however, any restoration work with respect to the 42nd Floor Premises (other than replacing such floor slab) required in connection therewith (the work described in clauses (x) and (y) above, excluding any such restoration work, the "Staircase Work") and (ii) promptly following the date on which Tenant notifies gives Landlord notice that the Initial Premises or a portion thereof Alterations (clearly designated in such notice to Landlordas hereinafter defined) are substantially complete, and requests that Landlord commence such work, Landlord shall, at Landlord's expense, clean the perimeter induction units in the 42nd Floor Premises and seal and repair any broken windows therein (collectively, the "Post Initial Alterations Work"). It being agreed that neither Landlord nor Tenant shall have any obligation to be delivered perform any restoration work required in shell condition the 41st Floor Premises. Landlord shall perform the Post Initial Alterations Work and the Staircase Work in accordance with all applicable laws and in a good and workmanlike manner. Tenant shall provide Landlord with access to the 42nd Floor Premises and (but absent such notice if the 41st Floor Premises is vacated prior to the Effective Date, and Landlord will not otherwise be obligated commences the Staircase Work prior to the Effective Date) the 41st Floor Premises to enable Landlord to perform the Shell Staircase Work and the Post Initial Alterations Work. Tenant shall cooperate with Landlord by moving, and taking commercially reasonable steps to protect, Tenant's property to enable Landlord to perform the Staircase Work and the Post Initial Alterations Work. Landlord shall not be liable to Tenant for any loss or damage to Tenant's property occurring during the performance of the Staircase Work or the Post Initial Alterations Work, time being except to the extent arising as a result of Landlord's negligence or willful misconduct. Landlord shall use commercially reasonable efforts to minimize interference with the conduct of Tenant's business during Business Hours on Business Days in the 42nd Floor Premises during the performance of the essence of such notice), Staircase Work and (without limiting the Landlord shall, with respect foregoing) agrees (i) to such designated portion(serect (around the area in which the Staircase Work will be performed) temporary barriers and (ii) to perform all unreasonably loud or otherwise unreasonably disruptive portions of the Premises, perform Staircase Work during times other than Business Hours on Business Days. In the Shell event that Landlord shall fail to complete the Staircase Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and by the ninetieth (90th) day following the date on which Tenant gives Landlord notice that the 41st Floor Premises has been vacated by all other work necessary to prepare the Initial Premises for occupants (including Tenant’s occupancy ) which ninety (90) day period shall be performed at Tenant’s sole cost extended by delays referred to in Section 25.01 of the Lease, then Tenant shall be entitled to a credit in the amount of Three Thousand Five Hundred Twelve Dollars and expense, Forty-Eight Cents ($3,512.48) per day for each day in the period from such ninetieth (90th) day (as may be extended as aforesaid) until the date on which the Staircase Work is Substantially Complete (as hereinafter defined). The term "Substantial Completion" or words of similar import shall mean that the applicable work has been substantially completed in accordance with the applicable provisions of this Lease plans and (b) as to space added to the Premises pursuant to Section 42.01specifications, if Tenant elects as provided thereinany, it being agreed that some or all of the space so added (i) such work shall be delivered in shell condition deemed substantially complete notwithstanding the fact that minor or insubstantial details of construction or demolition, mechanical adjustment or decorative items remain to be performed, (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, ii) with respect to such designated portion(s) of work that is being performed in the Premises, perform such work shall be deemed substantially complete only if the Shell incomplete elements thereof do not interfere materially with Tenant's use and occupancy of the Premises for the conduct of business, or delay or materially interfere with the completion of the construction of the Initial Alterations and (iii) with respect to any delays caused by Long Lead Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to or Tenant Work Delays, the applicable work shall be deemed substantially completed (as such terms are hereinafter defined) upon the date such work would have been completed but for such delays. The term "Long Lead Work" shall mean any item which is ninety not a stock item and must be specially manufactured, fabricated or installed or is of such an unusual, delicate or fragile nature that there is a substantial risk that (90i) days following there will be a delay in its manufacture, fabrication, delivery or installation, or (ii) after delivery of such item will need to be reshipped or redelivered or repaired so that, in Landlord's reasonable judgment, the date on which item in question cannot be completed when the additional space would be delivered under Section 42.01 but for standard items are completed even though the Tenant election items of Long Lead Work in question are (1) ordered together with the other items required and (2) installed or performed (after the manufacture or fabrication thereof) in order and sequence that the same be delivered in shell condition, such Long Lead Work and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be items are normally installed or performed at Tenant’s sole cost and expense, in accordance with good construction practice. In addition, Long Lead Work shall include any standard item, which in accordance with good construction practice should be completed after the applicable provisions of this Lease. Tenant’s taking possession completion of any portion item of work in the nature of the Premises items described in the immediately preceding sentence. The term "Tenant Work Delays" shall be conclusive evidence that such portion mean act or omissions of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors agents or suppliers (subject to employees that in fact delay Landlord in the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition performance of the Property has been made to Tenant or relied upon by Tenant other than as may be contained work in this Lease or in any written amendment hereto signed by Landlord and Tenantquestion.

Condition of Premises. The Tenant has had an opportunity to inspect the condition of the Premises are demised and agrees to Tenant accept the Premises “as is” in their condition existing as of the Lease Commencement Date, without any obligation on the part of Landlord to improve, alter, repair or clean the Premises in any way for Tenant’s occupancy hereunder, except as otherwise expressly provided herein. Notwithstanding the foregoing: (a) Landlord shall deliver the Premises and Tenant accepts the same all Building systems and existing improvements in “as-as is”” condition, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1expense, 2013, and perform all other work necessary to prepare cause the Initial following (collectively, “Landlord’s Work”) to be true as soon as practicable after the Early Access Date (and in all events prior to the Rent Commencement Date): (i) the Building roof shall be in good and watertight condition; (ii) all existing Building systems (including, but not limited to, mechanical, electrical, plumbing and life safety systems), utilities serving the Premises, Building glazing, Building roll-up doors and other existing improvements in the Premises for shall be in good working condition and operable in their current locations, prior to modifications (or damage, if any) as a result of Tenant’s occupancy improvements or use, and shall remain so for a period of nine (9) months after the Rent Commencement Date (subject to the qualification set forth below in this paragraph regarding corrective work attributable to modifications or damage, if any, in the course of Tenant’s improvements to or use of the Premises); (iii) the walkways, parking lots, driveways and landscaping in the Common Areas shall be performed at in good working condition; and (iv) the Premises and existing improvements therein, as delivered to Tenant prior to modifications (or damage, if any) as a result of Tenant’s sole cost improvements or use, and expensethe Common Areas of the Center shall comply with all applicable laws, ordinances, regulations and building codes (including, but not limited to, the Americans with Disabilities Act (“ADA”), subject to the allocation of ADA compliance responsibilities under Section 2.3(c) below). Landlord shall proceed diligently and with reasonable efforts to complete Landlord’s Work as promptly as practicable after the Early Access Date, and Landlord and Tenant shall cooperate reasonably and in good faith with one another (and cause their respective consultants and contractors to cooperate reasonably and in good faith with one another) in the manner described in Section 2.2 above in connection with the concurrent performance of their respective work in the Building. Following Landlord’s written notice to Tenant that Landlord has completed Landlord’s Work and is delivering the Premises and the existing Building systems and improvements in the condition required above in this paragraph (“Landlord’s Completion Notice”), Tenant shall thereafter during the term of this Lease be responsible (subject, however, to any corrective obligations of Landlord as expressly set forth in this Section 2.3) for maintenance, repair and/or replacement of all such systems and improvements to the extent required in accordance with Article 8 hereof. Notwithstanding the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01preceding sentence, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, Landlord’s obligations with respect to such designated portion(s) Landlord’s Work under this paragraph are violated in any respect, then it shall be the obligation of Landlord, after receipt of written notice from Tenant setting forth with specificity the nature of the Premisesviolation, perform the Shell Work described in Exhibit B-1 to correct promptly and diligently, at Landlord’s sole cost and expense prior cost, the condition(s) constituting such violation, except that Tenant shall be responsible for any such corrective work to the date which is ninety extent the condition(s) constituting the violation are attributable to modifications (90or damage, if any) days following in the date on which course of Tenant’s improvements to or use of the additional space would Premises; provided, however, that Tenant’s failure to give such written notice to Landlord regarding any alleged violation within nine (9) months after the Rent Commencement Date shall give rise to a conclusive and irrebuttable presumption that Landlord has complied with all Landlord’s obligations under this paragraph. TENANT ACKNOWLEDGES THAT THE WARRANTIES AND/OR OBLIGATIONS CONTAINED IN THIS SECTION 2.3 ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PHYSICAL CONDITION OF THE PREMISES, BUILDING SYSTEMS AND EXISTING IMPROVEMENTS IN THE PREMISES, AND THAT LANDLORD MAKES NO OTHER WARRANTIES EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 2.3. (b) As set forth in the Workletter attached hereto as Exhibit B and incorporated herein by this reference (the “Workletter”), Landlord shall provide Tenant with a tenant improvement allowance in the amount of up to Eight Million Three Hundred Thirty-One Thousand Seven Hundred Eight and no/100 Dollars ($8,331,708.00) (the “Tenant Improvement Allowance”) towards the construction of Tenant Improvements by Tenant in the Premises. Tenant’s construction of such Tenant Improvements shall be delivered under Section 42.01 but for governed by the Tenant election that provisions of Article 7 hereof and of the same be delivered in shell conditionWorkletter, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy such Tenant Improvements shall be performed at constructed in compliance with all of the provisions thereof (including, without limitation, all conditions relating to Landlord’s approval of plans and specifications), as well as the provisions of this Section 2.3. The Tenant Improvement Allowance shall not be used or useable by Tenant for any moving or relocation expenses of Tenant’s sole , or for any cost and expenseor expense associated with any moveable furniture, in accordance with trade fixtures, personal property or any other item or element which, under the applicable provisions of this Lease, will not become Landlord’s property and remain with the Building upon expiration or termination of this Lease, unless (and only to the extent) otherwise expressly agreed in writing by Landlord in its sole discretion. Tenant’s taking possession of any Any portion of the Premises Tenant Improvement Allowance which has not been claimed or drawn by Tenant as of the date that is one year after the Rent Commencement Date shall expire and shall no longer be available to Tenant thereafter. Additional conditions and procedures relating to the disbursement of the Tenant Improvement Allowance shall be conclusive evidence as set forth in the Workletter or as otherwise reasonably prescribed in writing by Landlord. The Tenant Improvement Allowance is provided as part of the basic consideration to Tenant under this Lease and will not result in any rental adjustment or additional rent beyond the rental amounts expressly provided in Section 3.1 hereof. (c) Landlord warrants to Tenant that the Premises as they exist on the date of Landlord’s Completion Notice, but without regard to Tenant’s improvements therein or to the particular use for which Tenant will occupy the Premises, shall not violate any covenants or restrictions of record or any applicable law, building code, regulation or ordinance in effect on the date of Landlord’s Completion Notice. Tenant warrants to Landlord that the Tenant Improvements and any other improvements constructed by Tenant from time to time shall not violate any applicable law, building code, regulation or ordinance in effect at the time such improvements are placed in service. Without limiting the generality of the foregoing, the parties intend and acknowledge that Landlord shall be responsible for ADA and building code compliance for all improvements in the Building shell and Common Areas (including, but not limited to. existing Building access points, doors, entrances and ramps) as they exist on the date of Landlord’s Completion Notice (except to the extent, if any, that such portion improvements in the Building and/or Common Areas consist of or are materially affected by improvements constructed by Tenant, such as [but not limited to] any construction of additional Building doors or access points as part of the Premises was in good order and satisfactory condition when Tenant took possessionImprovements), and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions express assignment of Section 3.01 certain areas of responsibility to Tenant as set forth below, and that Tenant shall be responsible for ADA and building code compliance with respect to the restroom cores and other interior spaces in the Building and any other ADA and building code compliance required in connection with or as a result of improvements constructed by Tenant (provided, however, that nothing in this Leasesentence is intended to make Tenant responsible for the cost of ADA compliance with respect to any existing improvements in the Building to the extent such compliance is required solely because of the dollar value or overall scope of the improvements constructed by Tenant as opposed to the particular nature of such improvements), subject to the express assignment of certain areas of responsibility to Landlord as set forth above. No promise If it is determined that any of Landlord these warranties has been violated, then it shall be the obligation of the warranting party, after written notice from the other party, to alter, remodel or improve the Property and no representation by Landlord or its agents respecting correct the condition of (s) constituting such violation promptly, at the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord warranting party’s sole cost and Tenantexpense. TENANT ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN THIS LEASE, NEITHER LANDLORD NOR ANY AGENT OF LANDLORD HAS MADE ANY REPRESENTATION OR WARRANTY AS TO THE PRESENT OR FUTURE SUITABILITY OF THE CENTER OR THE PREMISES FOR THE CONDUCT OF TENANT’S BUSINESS OR PROPOSED BUSINESS THEREIN.

Condition of Premises. The Premises are demised Except as otherwise expressly set forth herein, Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building, the Unit, the Project or the Condominium, or with respect to the suitability of the Premises, the Building, the Unit, the Project or the Condominium for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60i) days following it is fully familiar with the date condition of this Lease, Tenant notifies Landlord that Premises A and agrees to take the Initial Premises or a portion thereof (clearly designated same in such notice to Landlord) are to be delivered in shell its condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being “as is” as of the essence of such notice)Term Commencement Date, and (ii) subject to the Landlord shall, with respect to such designated portion(s) completion of the PremisesTenant Improvements in Premises B, perform it is fully familiar with the Shell Work described condition of Premises B and agrees to take the same in Exhibit B-1 at Landlord’s sole cost and expense prior its condition “as is” as of the Delivery Date (b) other than the Tenant Improvements, Landlord shall have no obligation to September 1alter, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01Premises, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, except with respect to such designated portion(s) the Additional TI Allowance if properly requested by Tenant pursuant to the terms of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking of possession of any portion Premises A on the Execution Date, and Premises B on the Delivery Date shall, subject to Substantial Completion of the Premises shall be conclusive evidence that such portion of the Premises was Tenant Improvements, or as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises, the Unit, the Building, the Condominium and the Project were at such time in good, sanitary and satisfactory condition and repair.

Condition of Premises. The 3.01. Tenant is leasing the Premises are demised to Tenant and Tenant accepts "as is" on the same “as-is”date hereof, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that Improvements (as hereinafter defined); and the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions taking of this Lease. Tenant’s taking possession of any portion by Tenant of the Premises shall be conclusive evidence as against Tenant that the Premises and the Building were in good and satisfactory condition at the time such portion possession was taken. 3.02. If Landlord is unable to give possession of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection on the Commencement Date because of the Premises without cutting into fact that a temporary or otherwise disturbing wallspermanent certificate of occupancy has not been procured, floors or ceilings and punchlist items for any other reason (including, but not limited to, the occurrence of which Tenant has delivered notice to Landlordany of the events described in Sec- tion 41.04), excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (Landlord shall not be subject to any liability for failure to give possession on the Commencement Date and the validity of this Lease shall not be impaired under such circumstances, nor shall the same be construed in any way to extend the Term, but the Fixed Rent and Additional Charges payable hereunder shall be abated (provided Tenant is not responsible for the inability to obtain possession) until Landlord tenders possession to Tenant. Tenant hereby waives the provisions of Section 3.01 223-a of the Real Property Law of the State of New York, and agrees that the provisions of this Article are intended to constitute "an express provision to the contrary" within the meaning of said Section 223-a. 3.03. Landlord agrees to install and construct at the Premises the tenant improvements (the "Tenant Improvements") described in the plans and specifications identified in Exhibit E attached hereto (the "Tenant Improvement Plans"). The materials to be installed and the work to be rendered and performed by Landlord, or which Landlord causes to be rendered or performed by outside contractors, pursuant to this Section 3.03 shall hereinafter be called "Landlord's Work". 3.04. The cost of constructing the Tenant Improvements (the "TI Cost") shall be borne and paid as follows: (a) Landlord shall bear and pay up to the first $500,000 of the TI Cost and shall provide to Tenant copies of all invoices and/or bills relating to the first $500,000 of the TI cost. (b) If the TI Cost is less than $500,000 then Tenant shall receive a credit against the first monthly Fixed Rent payment(s) due under the Lease equal to the difference between $500,000 and the TI Cost. (c) If the TI Cost exceeds $500,000, Tenant shall bear and pay such excess, as Additional Charges within 10 days after demand by Landlord (which may be made from time to time after such excess begins to accrue), which demand shall be accompanied by copies of all invoices and/or bills relating to the Landlord's Work (to the extent not theretofore provided to Tenant). (d) Landlord shall have right to stop Landlord's Work if Tenant fails to pay any sums due under paragraph 3.04(c). (a) Landlord shall give Tenant notice (the "Landlord's Anticipated Completion Notice") approximately 30 days prior to the date when Landlord expects Landlord's Work to be substantially complete, but Landlord shall have no liability as a consequence of the substantial completion of Landlord's Work before or after such date. (b) Landlord shall give Tenant notice (the "Landlord's Substantial Completion Notice") on (or promptly after) the date that Landlord's Work has been (or is deemed to have been) substantially completed. For purposes of this Lease, subject to Section 3.05(c), the "Substantial Completion Date" shall be the later of (i) the date of giving of Landlord's Substantial Completion Notice or (ii) the date 30 days after the date of the giving of Landlord's Anticipated Completion Notice. No promise If the Landlord's Substantial Completion Notice is not based upon the deemed substantial completion of Landlord's Work pursuant to Section 3.06(b), then such Notice shall be accompanied by a certification of Landlord's architect or construction consultant ("Landlord's Certification") certifying the substantial completion of Landlord's Work. (c) The Landlord's Substantial Completion Notice shall be conclusive and binding on Tenant unless Tenant disputes Landlord's determination of the Substantial Completion Date within 15 days thereafter. Landlord and Tenant shall endeavor in good faith to alterresolve such a dispute, remodel but until the resolution thereof (whether by mutual agreement or improve adjudication), Landlord's determination shall apply for all purposes hereof. (a) Landlord's Work shall be deemed substantially completed for the Property and no representation purposes of this Section 3.06, notwithstanding the fact that minor or insubstantial details of construction, mechanical adjustment or decoration remain to be performed, the noncompletion of which does not materially interfere with Tenant's use of the Premises. (b) Landlord's Work shall also be deemed substantially completed for purposes of this Section 3.06 if a delay shall occur in the substantial completion of the Landlord's Work as the result of: (i) any request by Tenant that Landlord delay the completion of any Landlord's Work; (ii) any breach or default by Tenant in the performance of its obligations under this Lease; (iii) any negligent or wrongful act of Tenant or its agents respecting the condition officers, agents, servants or contractors; or (iv) any reasonably necessary displacement of the Property has been made to Tenant or relied upon by Tenant other than as may be contained Landlord's Work from its place in this Lease or in Landlord's construction schedule resulting from any written amendment hereto signed by Landlord of the causes for delay described above and Tenantthe fitting of such Landlord's Work back into such schedule.

Condition of Premises. The (i) Tenant agrees that Tenant is familiar with the condition of both the Premises are demised to Tenant and the Property, and Tenant hereby accepts the same “asforegoing on an "AS-is”IS," "WHERE-IS" basis. Tenant acknowledges that neither Landlord, nor any representative of Landlord has made any representation as to the condition of the foregoing or the suitability of the foregoing for Tenant's intended use. Tenant represents and warrants that Tenant has made its own inspection of the foregoing. Landlord shall not be obligated to make any repairs, replacements or improvements (whether structural or otherwise) of any kind or nature to the foregoing in connection with, or in consideration of, this Lease, except that (a) if, not later than sixty as set forth in Sections 13.2 and 18 and (60b) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(sall (if any) repairs and improvements expressly and specifically described in Exhibit B attached hereto ("Landlord Work Items"). Landlord agrees to make reasonable efforts to enforce, upon Tenant's request, all manufacturer's or contractor's warranties, if any, issued in connection with any of the Landlord Work Items. (ii) Anything hereinabove contained to the contrary, it is expressly understood and agreed that the Landlord's construction obligation shall be limited to the Landlord Work Items hereinabove set forth in Section 5.1(i). In the event that any changes or additions are required to the work to be performed by Landlord (including any modification to the fire suppression system serving the Premises) by any governmental or quasi-governmental entity having jurisdiction over the Tenant or its use and occupancy of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy any such changes or additions shall be performed by the Landlord at the Tenant’s 's sole cost and expense. In addition, in accordance with the event that the performance of any such changes or additions shall delay the Commencement Date hereunder, the Commencement Date shall be established as of the date that the Premises would otherwise have been substantially completed by the Landlord, but for such additional requirements which are applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Landlord shall Substantially Complete the Premises and prepare same for occupancy by Xxxxxx and deliver the Premises to Tenant in accordance with the Plans, as set forth in Exhibit “B” attached hereto, and subject only to Tenant Delays and the Force Majeure events listed herein, Landlord agrees to use best efforts to deliver the Premises no later than January 1, 2009, in accordance with Exhibit X-x and agrees to use its best efforts to substantially complete the Landlord’s Work in the Server and Electrical Room on or before October 15, 2008. If Landlord is delayed in the performance of this work because of strikes, labor difficulties, inability to obtain materials, fire, governmental regulations, or any other circumstances beyond its control (“Force Majeure”), then such schedule of completion, will be postponed for a period of time equal to the delay thus incurred. In the event the Premises are demised not delivered to Tenant by January 1, 2009 and such failure is not caused by a Tenant accepts Delay or an event of Force Majeure then Tenant shall have the same “as-is”right to be compensated by receiving a rent credit as of the Rent Commencement Date in the amount of one thousand five hundred dollars ($1,500.00) for each day that the Premises is not timely delivered. In the event that the Landlord has failed to deliver the Premises to Tenant in accordance with the terms hereof by April 1, except that 2009, then Tenant may, as its sole remedy (aother than the rent credit described above) ifelect to terminate this Lease by written notice to Landlord. Except as expressly provided herein, failure on the part of the Landlord to provide occupancy as herein described shall not later than sixty (60) days following constitute a breach or default on the part of the Landlord under this Lease or give rise to any claims of damage or expenses of any kind against the Landlord by Xxxxxx, either direct or consequential. Notwithstanding the foregoing, if Tenant's personnel shall occupy all or any part of the Premises for the conduct of its business prior to the Term Commencement Date as determined pursuant to the preceding paragraph, such date of occupancy shall, for all intents and purposes of this Lease, be the Term Commencement Date. Notwithstanding the foregoing, Tenant notifies Landlord that the Initial Premises or shall be permitted to have up to ten employees on a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy the conduct of its business no later than October 15, 2008, subject to Tenant Delays. Any such early entrance shall be performed at Tenant’s sole cost and expenserisk, in accordance shall not interfere with the applicable provisions performance of Landlord’s Work and shall be subject to all of the terms of this Lease and (b) as to space added to except the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all payment of the space so added shall be delivered in shell condition (but absent such notice Rent. Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date may designate which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that made available for these employees, provided such portion space is reasonably sufficient for conduct of Tenant’s business by these employees. Upon such early occupancy by Tenant until the Term Commencement Date, Xxxxxx agrees to pay its pro rata share of separately metered utilities to the Premises, which share shall be based on the proportion of the Premises was rentable square feet of floor area designated by Landlord for Tenant’s use pursuant to this subsection to the rentable square feet of floor area of the Premises. 3.3.1 EXTENSION PERIOD Tenant shall have the right to extend the Term of the Lease for one (1) five (5) year period (the "Extension Period") at a Base Rent equal to the greater of (i) 95% of Market Rent and (ii) Base Rent then in good order and satisfactory condition when Tenant took possessioneffect, and otherwise on the same terms and conditions as this Lease, except that there shall be no further rights to extend the Term. Tenant shall exercise the option for latent defects the Extension Period by written notice to Landlord not readily apparent from a careful inspection less than twelve (12) months before the expiration of the Premises without cutting into initial Term. At Landlord's option, Xxxxxx's exercise of the option shall be effective only if, at the time of the notice and upon the effective date of the Extension Period, there is no continuing Event of Default (beyond applicable notice and cure periods). In addition, if there has been any assignment or otherwise disturbing wallssubletting of this Lease (other than a Permitted Transfer) by Tenant prior to Tenant's exercise of the Extension Period, floors the amount of excess rent payable to Landlord by Tenant pursuant to Section 7.1 shall increase from seventy-five percent to one hundred percent for the Extension Period. Landlord shall notify Tenant of the Landlord’s determination of Market Rent within fifteen (15) business days of Landlord's receipt of Tenant’s notice exercising the option for the Extension Period. Tenant shall have the right to withdraw its exercise of the option for the Extension Period or ceilings and punchlist items to contest Landlord's determination of which Tenant has delivered Market Rent, by written notice to Landlord within fifteen (15) business days after the Landlord, excluding items ’s notice to Tenant. Failure of damage caused Tenant to give notice within such fifteen (15) business day period (time being of the essence) shall be deemed a waiver by Tenant of its right to contest Landlord’s determination of Market Rent for the Extension Period or its agents, independent contractors or suppliers (subject right to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or withdraw its agents respecting the condition exercise of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantoption for the Extension Period.

Condition of Premises. The Landlord shall deliver possession of the Premises are demised to Tenant and Tenant accepts agrees to accept the same Premises in “as-as is”” condition as of the Commencement Date, except as hereinafter provided. Tenant acknowledges that (a) ifit has inspected the Premises and the common areas and facilities of the Property and has found the condition of both satisfactory and is not relying on any representations of Landlord or Landlord’s agents or employees as to such condition, not later than sixty (60) days following the date of and Landlord shall have no obligation with respect thereto except as may be expressly set forth in this Lease. Landlord has caused its architect, Xxxxxxx Xxxx Associates, to prepare the construction drawings and specifications dated October 16, 2012 and attached hereto as Exhibit A-1 (collectively, “Landlord’s Plans”) for certain initial improvements to the Premises, which are based on the space plan (the “Space Plan”) dated September 28, 2012 and attached hereto as Exhibit A-2, Landlord’s Plans shall be delivered to Tenant for its approval, which approval shall be given unless Landlord’s Plans are inconsistent, in any material respect, with the Space Plan or there are other errors or omissions in Landlord’s Plans. Tenant shall have five (5) business days (i.e., days that are not legal holidays or weekend days) to review Landlord’s Plans and to notify Landlord in writing of any such inconsistencies or other errors or omissions. If Tenant fails to give Landlord such notice within said period, Landlord’s Plans shall be deemed approved. In the event Tenant notifies Landlord that the Initial Premises of any such inconsistencies or a portion thereof (clearly designated in such notice other errors or omissions, Landlord shall make any necessary corrections to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at ’s Plans and shall resubmit Landlord’s sole cost Plans to Tenant for Tenant’s approval (in which case Tenant shall have two (2) business days to review the corrected Landlord’s Plans and expense prior to September notify Landlord of any errors or omissions, and if Tenant fails to so notify Landlord, such resubmission shall be deemed approved) and this process shall continue until final Landlord’s Plans are approved by Landlord and Tenant. Upon final approval of Landlord’s Plans by Landlord and Tenant, Landlord shall exercise all reasonable efforts to substantially complete the work specified therein (collectively “Landlord’s Work”) by March 1, 2013, but Tenant shall have no claim against Landlord for failure so to complete Landlord’s Work by any particular date. Landlord’s Work shall be performed in a good and workmanlike manner, in compliance with all other work necessary applicable laws and codes and, except as may be otherwise specified in Landlord’s Plans, using materials and installations meeting Landlord’s minimum standards for the Building. Tenant agrees that Landlord may make any changes in Landlord’s Work from that shown on Landlord’s Plans, the necessity or desirability of which becomes apparent following approval Landlord’s Plans by Landlord and Tenant, upon prior written notice to prepare Tenant for nonsubstantial changes and with the Initial approval of Tenant (which approval shall not be unreasonably withheld, conditioned or delayed) for substantial changes (i.e., any material changes in the quality and/or location of the improvements). When in Landlord’s reasonable judgment, Landlord’s Work has proceeded to such point where Tenant may install its cabling, furniture, fixtures and equipment in the Premises without interfering with the performance of Landlord’s Work (but not later than one (1) week prior to the projected Substantial Completion Date) (and provided Landlord shall have received a copy of each of Tenant’s insurance certificates pursuant to Section 9 hereof), Landlord shall so notify Tenant and from and after such date of notification Tenant and its contractors shall have access to the Premises for the purposes of installing the same in preparation for Tenant’s occupancy shall be performed at Tenant’s sole cost and expenseof the Premises. In connection with such access, Tenant agrees (i) to cease promptly upon notice from Landlord any activity or work which has not been approved by Landlord (where such approval is required) or is not in accordance compliance with the applicable provisions of this Lease or which shall interfere with or delay the performance of Landlord’s Work, and (bii) as to space added comply and cause its contractors to comply promptly with all reasonable procedures and regulations prescribed by Landlord from time to time for coordinating work being performed by Landlord and work being performed by Tenant, each with the Premises pursuant other and with any other activity or work in the Building, including, without limitation, the use of labor which shall work in harmony with all other contractors performing work at the Building. Such access by Tenant shall be deemed to Section 42.01, if Tenant elects as provided therein, that some or be subject to all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking , except that (i) there shall be no obligation on the part of Tenant solely because of such access to pay any Annual Fixed Rent or any Additional Rent for Taxes or Operating Costs (as hereinafter defined) for any period prior to the Commencement Date, and (ii) Tenant shall not be deemed thereby to have taken or accepted possession of any portion of the Premises or any portion thereof. If Tenant fails or refuses to comply or cause its contractors to comply with any of the obligations described or referred to above, then immediately upon notice to Tenant, Landlord may revoke Tenant’s rights of access to the Premises until the Commencement Date. Landlord shall pay the entire cost of Landlord’s Work in excess of Tenant’s Contribution, hereinafter defined (such cost of Landlord’s Work in excess of Tenant’s Contribution being referred to as “Landlord’s Contribution”), and Tenant shall not be liable therefor, except that Tenant shall pay upon demand therefor any increase in the cost of Landlord’s Work that is attributable to a Tenant Delay (hereinafter defined) or any other act or omission of Tenant, its employees, agents or contractors, including, without limitation, changes made in Landlord’s Work at the request of Tenant (which changes must first be approved by Landlord at its sole discretion). Tenant shall contribute $34,155.00 (“Tenant’s Contribution”) to be applied against the cost of Landlord’s Work, and commencing on the first (1st) day of the eighth (8th) full calendar month following the Commencement Date and thereafter on the first day of each month through the remainder of the Original Term (such period being the “Amortization Period”), Tenant shall pay to Landlord, as Additional Rent, $605.47 per month; such amount being equal to the level monthly payments of principal and interest, payable monthly, in advance, necessary to pay Tenant’s Contribution, together with interest thereon at a rate of eight percent (8%) per annum, over the Amortization Period. Landlord’s Work shall be conclusive evidence that such portion deemed to be substantially completed and the “Substantial Completion Date” shall occur as of the first day as of which (i) Landlord’s Work is completed except for items of work (and, if applicable, adjustment of equipment and fixtures) which can be completed after occupancy has been taken without causing undue interference with Tenant’s use of the Premises was in good order and satisfactory condition when Tenant took possession(i.e., so-called “punch list” items), and except for latent defects not readily apparent from (ii) if required by law, a careful inspection certificate of occupancy (which may be temporary or conditional so long as Landlord diligently endeavors to obtain a final certificate) permitting occupation and use of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which by Tenant has delivered notice been issued by the applicable governmental authority. Landlord shall use reasonable efforts to complete all “punch list” items within thirty (30) days following the Substantial Completion Date, and Tenant shall afford Landlord access to the Premises for such purposes. If any act or omission of Tenant or its agents or contractors, whether occurring before or after the commencement of Landlord’s Work (including any unreasonable delay in approving any changes in Landlord’s Work as provided in the third paragraph of this Section 3), shall cause a delay of the substantial completion of Landlord’s Work (a “Tenant Delay”) thereby delaying the Commencement Date, Tenant shall, upon invoice, pay to Landlord, excluding items of damage caused as Additional Rent in addition to the amounts payable by Tenant or its agentsduring the Term, independent contractors or suppliers the amount of Annual Fixed Rent, Additional Rent on account of Taxes and Operating Costs and other charges that would have been payable hereunder as if the Commencement Date occurred, and the obligation to pay the full amount of Annual Fixed Rent, Additional Rent and other charges (subject without abatement) had commenced, immediately prior to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to such Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantDelay.

Condition of Premises. The Premises are demised Landlord represents and warrants that, as of the date hereof, to Landlord's actual knowledge, without any additional inquiry (i) except as is disclosed in that certain Proposition 65 Compliance Notification which Landlord has delivered to Tenant and Tenant accepts (A) Landlord has received no written notice of any alleged violation of any Applicable Law at the same “as-is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(sHazardous Materials; and (B) the Building is in compliance with all Applicable Laws regulating the handling, transportation, storage, treatment, use and disposal of Hazardous Materials; and (ii) Landlord has or will exercise its good faith efforts to cause the Building (other than the Premises and other space leased or available for leasing to tenants in the Building) to be in compliance with the provisions of Title III of the PremisesAmericans with Disabilities Act of 1990 ("ADA"); provided, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1however, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy Tenant shall be performed responsible, at Tenant’s 's sole cost and expense, for compliance with ADA to the extent pertaining to any repairs, improvements or Alterations performed by or on behalf of Tenant in the Premises. Subject to the foregoing representations and covenants, Tenant agrees to accept possession of the Premises in the condition which shall exist on the Term Commencement Date "as is" except for the performance of the Preliminary Tenant Improvements in accordance with the applicable provisions Preliminary Tenant Improvement Agreement attached hereto as Exhibit E-1 and incorporated herein by reference ----------- and except for the performance of this Lease the Subsequent Tenant Improvements in accordance with and (b) as to space added subject to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all terms of the space so added Subsequent Tenant Improvement Agreement attached hereto as Exhibit E-2 and incorporated herein by reference; ----------- Tenant further agrees that Landlord shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated have no other obligation to perform any work, make any installations or incur any expense in order to prepare the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) Premises for Tenant's occupancy. Taking possession of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall deemed to be conclusive evidence that as against Tenant that, at the time such portion of possession was so taken, the Premises was Premises, the Building, the Facility and the Project were in good order and satisfactory condition when condition. Tenant took possession, and except for latent defects not readily apparent from a careful inspection acknowledges that neither Landlord nor any agent of the Premises without cutting into Landlord has made any representation or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject warranty with respect to the provisions Premises, the Building, the Facility, the Project or any portions thereof or with respect to the suitability of Section 3.01 same for the conduct of this Lease). No promise of Tenant's business and Tenant further acknowledges that Landlord will have no obligation to alter, remodel construct or improve complete any additional buildings or improvements within the Property and no representation by Landlord Facility or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantProject.

Condition of Premises. The 13.1. Tenant acknowledges that immediately prior to the Term Commencement Date, Tenant occupied the Premises, is familiar with the condition of the Premises are demised to Tenant and Tenant accepts the same entire Premises in its “as-as is”” condition with all faults, except that (a) if, not later than sixty (60) days following the date and Landlord makes no representation or warranty of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, any kind with respect to such designated portion(s) the condition of the Premises, perform Premises or with respect to the Shell Work described in Exhibit B-1 at Landlordsuitability of the Premises for the conduct of Tenant’s sole cost and expense prior to September 1, 2013business, and all other work necessary Landlord shall have no obligation to alter, repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, Premises. It is understood and agreed that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will is not otherwise be obligated to perform the Shell Workinstall any equipment, time being of the essence of such notice)or make any repairs, the Landlord shall, with respect improvements or Alterations to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion as of the Premises was Term Commencement Date shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises were at such time in good, sanitary and satisfactory condition and repair. 13.2. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT LANDLORD IS LEASING THE PREMISES “AS IS” AND “WHERE IS,” AND WITH ALL FAULTS AND THAT, LANDLORD IS MAKING NO REPRESENTATIONS AND WARRANTIES WHETHER EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, WITH RESPECT TO THE QUALITY OR PHYSICAL CONDITION OF THE PREMISES, THE INCOME OR EXPENSES FROM OR OF THE PREMISES, OR THE COMPLIANCE OF THE PREMISES WITH APPLICABLE BUILDING OR FIRE CODES, ENVIRONMENTAL LAWS OR OTHER LAWS, RULES, ORDERS OR REGULATIONS. WITHOUT LIMITING THE FOREGOING, IT IS UNDERSTOOD AND AGREED THAT LANDLORD MAKES NO WARRANTY WITH RESPECT TO THE HABITABILITY, SUITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. TENANT AGREES THAT IT ASSUMES FULL RESPONSIBILITY FOR, AND THAT IT HAS HAD AN OPPORTUNITY TO PERFORM EXAMINATIONS AND INVESTIGATIONS OF THE PREMISES, INCLUDING SPECIFICALLY, WITHOUT LIMITATION, EXAMINATIONS AND INVESTIGATIONS FOR THE PRESENCE OF ASBESTOS, PCBS AND OTHER HAZARDOUS SUBSTANCES, MATERIALS AND WASTES (AS THOSE TERMS MAY BE DEFINED HEREIN OR BY APPLICABLE FEDERAL OR STATE LAWS, RULES OR REGULATIONS) ON OR IN THE PREMISES. WITHOUT LIMITING THE FOREGOING, TENANT IRREVOCABLY WAIVES ALL CLAIMS THAT EXIST AS OF THE EXECUTION DATE AGAINST LANDLORD WITH RESPECT TO ANY ENVIRONMENTAL CONDITION, INCLUDING CONTRIBUTION AND INDEMNITY CLAIMS, WHETHER STATUTORY OR OTHERWISE. TENANT ASSUMES FULL RESPONSIBILITY (AS BETWEEN LANDLORD AND TENANT) FOR ALL COSTS AND EXPENSES REQUIRED TO CAUSE THE PREMISES TO COMPLY WITH ALL APPLICABLE BUILDING AND FIRE CODES, MUNICIPAL ORDINANCES, ENVIRONMENTAL LAWS AND OTHER LAWS, RULES, ORDERS, AND REGULATIONS.

Condition of Premises. The Premises are demised to 14.1 Tenant acknowledges that neither Landlord nor any agent of Landlord has Tenant acknowledges that neither Landlord nor and Tenant accepts the same “as-is”agent of Landlord has made any representation or warranty, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises express or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shallimplied, with respect to such designated portion(s) the condition of the Premises, perform or to Landlord's Work or Tenant's Improvement Work, except as set forth herein, or with respect to their suitability for the Shell conduct of Tenant's business. 14.2 Upon Substantial Completion of the Premises, Tenant shall accept the Premises, including Landlord's Work and Tenant's Improvement Work, in the condition in which they then exist, and shall waive any right or claim Tenant may have against Landlord for any cause directly or indirectly arising out of the condition or delay in delivery of possession of the Premises, appurtenances thereto, the improvements thereon and the equipment thereof, except for (i) responsibility for damages in the event of completion delays to the extent of Section 4. 3 hereof, (ii) responsibility for allocation of property pursuant to Section 4. 7, (iii) the warranties made by Landlord under Section 14.4 to The extent thereof, (iv)responsibility for covenants and representations made by Landlord in Section 39.8, (v) the obligation to deliver the Premises lien-free pursuant to Section 35.4, and (vi) the completion of punch-list items pursuant to Section 6.3 of the Work Letter. Tenant shall thereafter indemnify, defend, protect and hold Landlord harmless from liability, as provided in Article 20 of the Lease. In the event any pilot plant manufacturing facility is not then complete, such acceptance of the pilot plant, and waiver with regard thereto, shall apply at the date it is completed. 14.3 Tenant's taking possession of the Premises and acceptance of the Premises shall not constitute a waiver of any claims based upon warranty or defect In regard to design, materials, or construction of the Land Improvements, Building Shell, and Tenant's Improvement Work against the design professional, contractor, materialman, manufacturer, or other responsible party (other than Landlord, whose liability is described in Exhibit B-1 at Section 14.4 below), nor for failure of any such party (other than Landlord’s sole cost and expense prior ) to September 1comply with all applicable building code Requirements (including but not limited to seismic Zone 4 regulations), 2013laws, rules, orders, ordinances, directions, regulations, permits, approvals, and requirements of all governmental agencies, offices, departments, bureaus and boards having jurisdiction, nor for failure to comply with the rules, orders, directions, regulations, and requirements of any applicable fire rating bureau. Landlord hereby assigns to Tenant, and Tenant shall have the benefit of, on a non-exclusive basis, any and all warranties with respect to the design, materials and construction Of the Premises which are assignable to Tenant, together with all other rights and claims it may have against any design professional, contractor, materialman, manufacturer, or other responsible party, or from applicable insurance policies. Landlord and Tenant agree to cooperate with regard to the enforcement of all such warranties, rights and claims. All such warranties, rights and claims shall revert to Landlord exclusively upon the expiration or earlier termination of this Lease. Tenant shall comply with whatever maintenance and similar standards are required to maintain any applicable warranties in affect. 14.4 Landlord (including the Landlord herein named, Nexus/Chevron Partnership (Lot 13), even if Landlord's interest in the Lease is assigned) warrants to Tenant that Landlord's Work and Tenant's Improvement work necessary will be, on Substantial Completion, built in a good and workmanlike manner and in substantial compliance with Landlord's Plans and Tenant's Improvement Plans and all applicable building code requirements (including but not limited to prepare seismic Zone 4 regulations), laws, rules, orders, ordinances, directions, regulations, permits, approvals, and requirements of all governmental agencies, offices, departments, bureaus and boards having jurisdiction, and with the Initial Premises for Tenant’s occupancy rules, orders, directions, regulations, and requirements of any applicable fire rating bureau. However, nothing herein shall be performed at construed to make Landlord liable for any defects in or arising from Tenant’s sole cost and expense's Improvement Plans, which are the responsibility of Tenant. The warranty given by Landlord in accordance with this Section 14.4 shall terminate one (1) year after the applicable provisions recording of this Lease the notice of completion of the Premises, except for any breach claimed by Tenant, as long as (a) Tenant has notified Landlord of such claim of breach (identifying the breach in reasonable detail) within such one (1) year period and (b) as Tenant files a lawsuit or arbitration based upon such claim of breach and gives written notice thereof to space added Landlord within three (3) months after the expiration of such one year period. Landlord and Tenant shall cooperate with regard to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost repair and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession replacement of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except improvements for latent defects not readily apparent which they are responsible from a careful inspection of the Premises without cutting into recoveries from any applicable warranty or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantinsurance policy.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) ifTenant acknowledges that it has been, not later than sixty (60) days following the date of this Leaseand continues to be, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being possession of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Existing Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance is familiar with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property Existing Premises and continues to occupy the Existing Premises in its "as is, where is" condition, with all faults, without any representation, warranty or improvement by Landlord of any kind whatsoever, except as may otherwise be expressly provided in the Existing Lease. By accepting Landlord's delivery of the Suite C-2 Expansion Space, Tenant shall be deemed to have accepted the Suite C-2 Expansion Space as suitable for Tenant's intended use and as being in good and sanitary operating order, in its "as is, where is" condition, with all faults, without any representation, warranty or improvement by Landlord of any kind whatsoever, except as may otherwise be expressly provided in the Lease. (b) Notwithstanding the prov1s1ons of Section 8(a) above to the contrary, Landlord represents and warrants that (i) the exterior of the Building shall not violate any Regulations in effect and being enforced as of the Effective Date, and (ii) the roof of the Building shall be watertight as of the Suite C-2 Commencement Date. The foregoing notwithstanding, Landlord shall not be deemed to have breached the obligations set forth in this Section 8(b) unless and until Landlord has failed to perform the required work within the later of: (x) a reasonable period following written notice of the required work from Tenant or from a government entity/agency with jurisdiction to enforce the aforementioned Regulations; or (ii) a reasonable period following the date upon which any administrative proceeding or litigation commenced by Landlord to object to a particular proposed requirement has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by finally determined against Landlord and Tenantbecomes not subject to further appeal. In no event shall Landlord be liable for any special or consequential damages for any breach of the foregoing representation and warranty, nor shall such breach entitle Tenant to any rent abatement or the right to terminate the Lease. Landlord may, to the extent any such costs are not covered by any contractor's, manufacturer's or other third-party warranty, include in Operating Expenses the cost of any repairs required in order to fulfill its obligations under this Section 8(b).

Condition of Premises. The Premises are demised to Except as expressly set forth in this Lease and in the Tenant and Tenant accepts the same “as-is”Work Letter attached hereto as Exhibit B, except that (a) if, Landlord shall not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform provide or pay for any improvement, remodeling or refurbishment work or services related to the Shell Workimprovement, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) remodeling or refurbishment of the Premises, perform and Tenant shall accept the Shell Premises in its "AS IS" condition on the Lease Commencement Date, provided that without limiting Landlord’s obligations under the Work described in Exhibit B-1 Letter, Landlord shall, at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and own expense, cause the Premises to be in accordance a broom clean condition on the Lease Commencement Date. On the Lease Commencement Date, Landlord shall deliver the Premises with the applicable provisions existing Systems and Equipment in good working condition and Tenant shall have a review period of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following from the date on which Lease Commencement Date (the additional space would be delivered under Section 42.01 but for "Review Period") to confirm such condition. In the event that Tenant election notifies Landlord during the Review Period, in writing, of any of the foregoing items that the same be delivered are not in shell good working condition, and all other work necessary Landlord shall use commercially reasonable efforts to prepare the space so added under Section 42.01 for Tenantcause such items to be promptly repaired, at Landlord’s occupancy shall be performed at Tenant’s sole cost and own expense, in accordance with to the applicable provisions extent that any deficiencies to such systems are not caused by the acts or omissions of this LeaseTenant or any of Tenant's Representatives (as defined below), or any Alterations performed by or on behalf of Tenant. Tenant’s taking possession If Tenant fails to timely deliver to Landlord such written notice of any portion of the Premises shall be conclusive evidence that such portion of the Premises was Systems or Equipment not in good order and satisfactory working condition when Tenant took possessionwithin the Review Period, and Landlord shall have no obligation to perform any such work thereafter, except for latent defects not readily apparent from a careful inspection of as otherwise expressly provided in the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. 5.1 IT IS UNDERSTOOD AND AGREED THAT THE LEASED PREMISES ARELEASED "AS IS, WHERE IS, WITH ALL ITS FAULTS" AS OF THE COMMENCEMENT DATE AND THAT LESSOR IS NOT MAKING AND HAS NOT AT ANY TIME MADE ANY WARRANTY OR REPRESENTATION OF ANY KIND ORCHARACTER, EXPRESS OR IMPLIED, WITH RESPECT TO THE LEASED PREMISES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OR REPRESENTATION AS TO HABITABILITY , MERCHANTABILITY , FITNESS FOR A PARTICULAR PURPOSE, TITLE (OTHER THAN THE COVENANT OF QUIET POSSESSION SET FORTH IN ARTICLE 14), ZONING (OTHER THAN THAT THE BUILDING IS ZONED FOR INDUSTRIAL (I-3) USE), PHYSICAL OR ENVIRONMENTAL CONDITIONS, SIZE,UTILITIES, GOVERNMENTAL APPROVALS, THE COMPLIANCE OF THE LEASED PREMISES WITH GOVERNMENTAL AND ENVIRONMENTAL LAWS AND REGULATIONS, THE TRUTH, ACCURACY OR COMPLETENESS OF ANY DOCUMENT OR OTHER INFORMATION PROVIDED TO LESSEE BY LESSOR OR ANY OTHER PERSON, OR ANY OTHER MATTER OR THING REGARDING THE LEASED PREMISES. 5.2 The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following the date taking of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being possession of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Leased Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date by Lessee on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises Commencement Date shall be conclusive evidence that such portion of the Lessee accepts the Leased Premises was in its then present condition "AS IS, WHERE IS, AND WITH ALL FAULTS" and that the Leased Premises are in good order and satisfactory condition when Tenant took possessionat the time such possession was taken. 5.3 Lessor has obtained an ASTM Phase I environmental report and an asbestos inspection report from All-Phase Environmental Consultants, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of Inc.( "All-Phase Report") which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made available to Tenant Lessee. Lessor disclaims any representations whatsoever regarding the accuracy or relied reliability of the All-Phase Report, and Lessee relies upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord same at Lessee's sole risk. Lessee has been afforded the opportunity to conduct its own environmental investigation of the Leased Premises and Tenanthas declined to do so.

Condition of Premises. The Tenant acknowledges that, except as expressly provided in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Buildings or the Project, or with respect to the suitability of the Premises, the Buildings or the Project for the conduct of Tenant’s business; provided however, that all of the Premises are demised shall be provided to Tenant broom clean and free of all tenancies and personal property (other than personal property placed on the Premises by Tenant accepts or at the same “as-is”, except direction of Tenant). Tenant acknowledges that (a) ifit is fully familiar with the condition of the Premises and, not later than sixty (60) days following the date of except as expressly provided in this Lease, Tenant notifies Landlord that agrees to take the Initial Premises or a portion thereof same in its condition “as is” as of the Phase 1 Commencement Date (clearly designated in such notice subject to Landlord) are ’s obligation to be delivered complete punch-list items and correct any defects in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such noticeTenant Improvements), the Landlord shallPhase 2 Commencement Date and the Phase 3 Commencement Date, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013respectively, and all other work necessary (b) Landlord shall have no obligation to alter, repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01Premises, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, except with respect to such designated portion(s) the Tenant Improvements, Base TI Allowance and, if properly requested by Tenant pursuant to the terms of the PremisesLease, perform the Shell Work described in Exhibit B-1 at Additional TI Allowance and Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered maintenance obligations under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease18.1. Tenant’s taking of possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises, the Buildings and the Project were at such time in good, sanitary and satisfactory condition and repair.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) ifUpon delivery of possession to Tenant the Premises shall be clean and the plumbing, electrical, air conditioning, and heating system in the Premises shall be in good operating condition. Tenant shall promptly notify Landlord in writing of any claimed violation of the foregoing warranty, setting forth with reasonable specificity the nature of the violation. If it is determined that there has been a violation (not later than sixty proximately attributable to Tenant's construction of the Tenant Improvements), Landlord shall promptly after receipt of such notice from Tenant, at Landlord's sole cost, rectify such violation. (60b) days following the date of Except as otherwise provided in this Lease, Tenant notifies Landlord that hereby accepts the Initial Premises or a portion thereof (clearly designated in such notice and the Building prior to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being its construction of the essence of such notice), the Landlord shall, with respect to such designated portion(s) Tenant Improvements in their "as is" condition as of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions date of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all delivery of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possessionto Tenant, and except for for: (i) latent defects not readily apparent from a careful inspection through visual inspection, (ii) the replacement of window film by Landlord on floors 3, 4, 6 and 7 prior to Tenant Occupancy and (iii) possible removal by Landlord, in its discretion, of any window blinds on the 3rd and 4th floors and further subject to all applicable municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any easements, covenants or restrictions of record, and Tenant accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Notwithstanding the foregoing, Tenant acknowledges and agrees that Tenant shall be responsible for legal requirements associated with its construction of the Tenant Improvements. Tenant acknowledges that it has satisfied itself by its own independent investigation that the Premises without cutting into are suitable for its intended use, and that, except as specifically provided herein, neither Landlord nor any agent of Landlord has made any representation or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject warranty as to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel present or improve the Property and no representation by Landlord or its agents respecting the condition future suitability of the Property has been made to Tenant Premises, Common Areas, or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Building for the conduct of Tenant's business.

Condition of Premises. The Landlord shall deliver the Premises to Tenant fully demised and with the roof membrane in good condition and repair and with all Building systems, including, but not limited to, HVAC, life safety, electrical, and plumbing, in good working condition. Landlord warrants that such Building systems shall be in good working condition for a period of one hundred twenty (120) days following the Commencement Date, and Landlord shall promptly repair such systems, at its sole costs and expense (and not as an Operating Expense), as necessary to fulfill such warranty; provided, however, that if any such repairs are demised required as a result of the negligence or willful misconduct of Tenant, its agents, employees, or contractors or as a result of the construction or installation of the Tenant Improvements, such repairs shall be made by Tenant at Tenant’s sole expense. Tenant acknowledges that neither Landlord nor its Agents have agreed to undertake any Alterations or construct any improvements to the Premises except as expressly provide in this Lease. Any Tenant Improvements to the Premises shall be constructed by Tenant in accordance with the Work Letter Agreement attached hereto as EXHIBIT C. Tenant shall be permitted to use, during the Term of this Lease and at no additional charge for the use thereof, the furniture, trade fixtures and equipment in the Premises as of the date that possession of the Premises is delivered to Tenant, including not less than 86 Techion cubicles and the conference table in the large conference room on the second floor of the Premises (collectively, the “FF&E”); provided, however, that the FF&E shall remain the property of Landlord and shall not be removed from the Premises at any time, except that Tenant may remove an dispose of any FF&E that becomes obsolete, worn out, or unusable, or is demolished as part of the construction of the Tenant Improvements. Landlord shall deliver the FF&E to Tenant and Tenant accepts shall accept the same “as-is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expenseFF&E, in accordance with its present condition, “AS IS,” without any representation or warranty as to the applicable provisions condition thereof or its fitness for any particular purpose. Tenant shall surrender the FF&E to Landlord at the expiration or sooner termination of this Lease and (b) in the same condition existing as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order delivered to Tenant, ordinary wear and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenanttear excepted.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) ifTenant has accepted the Original Premises and hereby acknowledges that they are suitable for Tenant’s intended use and in good operating order, not later than sixty (60) days following condition and repair. Except as otherwise expressly set forth in the date of this Lease, Tenant notifies expressly acknowledges and agrees that neither Landlord that nor any of Landlord’s agents, representatives or employees has made any representations as to the Initial Premises suitability, fitness or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence Original Premises for the conduct of such notice)Tenant’s business or for any other purpose, including, without limitation, any storage incidental thereto. (b) Tenant agrees to accept the Expansion Premises on the Expansion Premises Commencement Date as then being suitable for Tenant’s intended use and in good operating order, condition and repair in its then existing “AS IS” condition. By taking possession of the Expansion Premises, Tenant shall be deemed to have accepted the Expansion Premises in good condition and repair. Tenant expressly acknowledges and agrees that neither Landlord nor any of Landlord’s agents, representatives or employees has made any representations as to the suitability, fitness or condition of the Expansion Premises for the conduct of Tenant’s business or for any other purpose, including, without limitation, any storage incidental thereto. Notwithstanding the foregoing or anything else to the contrary in this Amendment or in the Lease, Landlord warrants to Tenant that as of the Expansion Premises Commencement Date the Expansion Premises (including, without limitation, the building systems (i.e., heating, ventilation and air conditioning, plumbing, mechanical, electrical and life safety) serving the Expansion Premises) shall be (i) in good working order and condition and (ii) in compliance with the requirements of the Americans with Disabilities Act (“ADA”) (codified at 42 U.S.C. §§ 12101, et seq.) and all other applicable Laws. If there is non-compliance with such warranty, Landlord shall, as Landlord’s sole obligation with respect to such designated portion(s) matter promptly after receipt of written notice from Tenant setting forth with specificity the Premises, perform nature and extent of such non-compliance rectify the Shell Work described in Exhibit B-1 same at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy expense. The warranty period shall be performed at Tenant’s sole cost 6 months. If Tenant does not give Landlord the required notice within such 6 month period, Landlord shall have no warranty obligation under this Section 5(b) and expense, the correction of such failure shall be made in accordance with the other terms of the Lease. Notwithstanding anything in this Section 5(b) to the contrary, Tenant shall be responsible for compliance with ADA and all other applicable Laws if the application of ADA or such other applicable Laws arises from (A) the specific manner and nature of Tenant’s use or occupancy of the Expansion Premises, as distinct from general office use, (B) alterations made by Tenant or (C) a breach by Tenant of any provisions of this Lease and (b) as to space added to Amendment or the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Except as provided in Paragraph 14d and this Paragraph 18, Landlord shall deliver possession of the Premises are demised to Tenant in the condition set forth in Section 6.01 of the Master Lease. Subtenant acknowledges and Tenant accepts agrees that the same “as-is”existing HVAC System serving the Premises is not adequate to serve the needs of Subtenant, except as such needs of Subtenant have been communicated to both Landlord and Tenant. However, Landlord shall make certain that, prior to the completion of the Subtenant Improvements, the existing HVAC System is serviced such that the HVAC System is in operational condition, but subject to the provisions below. In no event shall Landlord be required to perform any additional work to the HVAC System, other than as set forth above, or to maintain, upgrade, enhance or improve such HVAC System. Subtenant acknowledges and agrees that (ai) ifSubtenant is subleasing the Premises and Parking Area based solely upon its inspections and investigations of the Premises and Parking Area, not later than sixty (60) days following and that Subtenant is subleasing the Premises and Parking Area "AS IS" and "WITH ALL FAULTS," based upon the condition of the Premises and Parking Area as of the date of this LeaseAgreement, Tenant notifies Landlord that the Initial Premises ordinary wear and tear and loss by fire or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013other casualty or condemnation excepted, and all other work necessary (ii) neither Landlord nor Tenant make any warranty or representation to prepare the Initial Premises Subtenant, express or implied, or arising by operation of law, including, but not limited to, any warranty of condition, habitability, merchantability or fitness for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensea particular purpose, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall and Parking Area, including the HVAC System. Without limiting the foregoing, Subtenant acknowledges that, except as may otherwise be conclusive evidence that such portion specifically set forth elsewhere in this Agreement or the Master Lease, neither Landlord nor Tenant have made any representations or warranties of any kind upon which Subtenant is relying as to any matters concerning the Premises and Parking Area, including, but not .limited to: (i) the existence or non-existence of any pollutant, toxic waste and/or any hazardous materials or substances; (ii) the utilities serving Premises; (iii) the suitability of the Premises was in good order and satisfactory condition when Tenant took possessionParking Area, including the HVAC System, for any and except for latent defects not readily apparent from a careful inspection all activities and uses which Subtenant may elect to conduct thereon; or (iv) the compliance of the Premises without cutting into and Parking Area, including the HVAC System, with any zoning, environmental, building or otherwise disturbing wallsother laws, floors rules or ceilings regulations affecting the Premises and punchlist items of which Parking Area. Neither Landlord nor Tenant has delivered notice make any representation or warranty to Landlord, excluding items of damage caused by Tenant Subtenant that the Premises or its agents, independent contractors Parking Area complies with the Americans with Disabilities Act or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel any fire or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantbuilding code.

Condition of Premises. The Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the 777 G-Level Expansion Premises, or with respect to the suitability of the 777 G-Level Expansion Premises are demised for the conduct of Tenant’s business. Subject to the immediately following sentence, Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is generally familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), 777 G-Level Expansion Premises and agrees to take the Landlord shall, with respect to such designated portion(s) same in its condition “as is” as of the Premises777 G-Level Expansion Premises Commencement Date and (b) Landlord shall have no obligation to alter, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to repair or otherwise prepare the Initial 777 G-Level Expansion Premises for Tenant’s occupancy or to pay for or construct any improvements to the 777 G-Level Expansion Premises, except for the 777 G-Level Landlord Work. Notwithstanding the immediately preceding sentence, Landlord shall deliver the 777 G-Level Expansion Premises to Tenant in the same or substantially similar condition as it was on the Execution Date, except (x) for any condition created by Tenant during, or arising from Tenant’s, early access period pursuant to Section 2.3, (y) that upon delivery, such space shall be performed at in broom clean condition (save for any condition created by Tenant during, or arising from Tenant’s sole cost ’s, early access period pursuant to Section 2.3) and expense, (z) that the 777 G-Level Landlord Work shall be substantially completed in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this LeaseApplicable Laws. Tenant’s taking of possession of any portion of the 777 G-Level Expansion Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the 777 G-Level Expansion Premises were at such time in good, sanitary and satisfactory condition and repair.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts After the same “as-is”, except that (a) if, not later than sixty (60) days following the date Expiration Date or earlier termination of this Lease, or the termination of Tenant’s right to possess the Premises, Tenant notifies shall (1) deliver to Landlord that the Initial Premises in a clean and operational condition, free of all personal property of Tenant as required hereunder, (2) deliver to Landlord all keys, parking cards and access cards to the Premises and Parking Areas, (3) remove all signage placed on the Premises, the Building, or a portion thereof the Land by or at Tenant’s request, and (clearly designated 4) deliver in such place to Landlord the modular office furnishings listed in the attached Exhibit G, in good condition, reasonable wear and tear accepted, which Landlord has provided to Tenant, without liability, for Tenant’s use free of charge during the Lease Term. All fixtures, alterations, additions, and improvements (whether temporary or permanent) shall be Landlord’s property and shall remain on the Premises, except as provided in the next two sentences. All items not removed following ten (10) days written notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Tenant from Landlord shall, with respect at the sole option of Landlord, be deemed abandoned by Tenant and may be appropriated, sold, stored, destroyed, or otherwise disposed of by Landlord without notice to Tenant and without any obligation to account for such designated portion(s) items. All work required of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy Tenant under this Section 17 shall be performed at Tenant’s sole cost coordinated with Landlord and expensebe done in a good and workmanlike manner, in accordance with all Laws (defined below), and so as not to damage the applicable provisions Building or unreasonably interfere with other tenants’ use of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if their premises. If Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated fails to perform the Shell Workwork under this Section 17, time being of the essence of Tenant shall pay all costs incurred by Landlord in performing such notice), the Landlord shall, with respect to such designated portion(swork within ten (10) of the Premises, perform the Shell Work described in Exhibit B-1 at after Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantrequest thereof.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s 's taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was Tenant's acceptance thereof in good order and satisfactory condition when EXCEPT THAT TENANT SHALL HAVE ONE (1) YEAR TO INFORM LANDLORD OF ANY LATENT DEFECTS. Tenant took possession, and except for latent defects not readily apparent from a careful inspection agrees that it is taking possession of the Premises without cutting into "as is," that Landlord has made no representations as to conformance with applicable laws respecting the condition of the Premises or otherwise disturbing wallsthe presence or absence of Hazardous Materials (hereinafter defined) in, floors at, under, above or ceilings abutting the Premises or the Center. Tenant also agrees that no representations respecting the condition of the Premises, no warranties or guarantees, expressed or implied, with respect to workmanship or any defects in material, and punchlist items of which Tenant has delivered notice no promise to Landlorddecorate, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel repair or improve the Property and no representation Premises either before or after the execution hereof, have been made by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be unless the same are expressly contained in this Lease or in any written amendment hereto signed by Landlord and Tenantherein. TENANT SHALL HAVE THE RIGHT WITHIN SIXTY (60) DAYS OF THE DATE TENANT TAKES POSSESSION OF THE PREMISES FOR COMMENCEMENT OF TENANT'S WORK TO SUBMIT TO LANDLORD A PUNCH LIST OF INCOMPLETE OR DEFECTIVE CONSTRUCTION WITHIN ITS PREMISES AND LANDLORD WILL PERFORM SUCH PUNCH LIST TO THE EXTENT THE LISTED ITEMS WERE LANDLORD'S RESPONSIBILITY UNDER EXHIBIT "D" AND WERE NOT PERFORMED BY LANDLORD IN ACCORDANCE THEREWITH. LANDLORD SHALL USE ITS BEST EFFORTS TO COMPLETE SAID PUNCH LIST ITEMS WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT OF SAID LIST. IN THE EVENT LANDLORD IS UNABLE TO COMPLETE SAID ITEMS WITHIN THIRTY (30) DAYS, THEN LANDLORD SHALL DILIGENTLY PURSUE SAID WORK TO COMPLETION.

Condition of Premises. The Tenant acknowledges and agrees that it has had an opportunity to inspect the Premises are demised to (excluding the Tenant Improvements), the Building, the Site and the Project, and finds the same in satisfactory condition and repair. Tenant accepts the same Premises (excluding the Tenant Improvements), the Building, the Site and the Project in their “as-is”” condition as of the date hereof. Tenant also acknowledges that, except as otherwise expressly set forth in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises, the Building, the Site or the Project or their condition, or with respect to the suitability thereof for the conduct of Tenant’s business. The taking of possession of the Premises by Tenant shall conclusively establish that the Project, the Site, the Premises (a) ifincluding the Tenant Improvements therein), not later than sixty (60) days following the Building and the Common Areas were at such time complete and in good, sanitary and satisfactory condition and without any obligation on Landlord’s part to make any alterations, upgrades or improvements thereto; provided, however, in the event that, as of the date of execution of this Lease, the Base, Shell and Core of the Building (as defined in Section 1 of Exhibit “C”), in its condition existing as of such date without regard to any of the Tenant notifies Landlord that Improvements, alterations or other improvements to be constructed or installed by or on behalf of Tenant in the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) Tenant’s use of the Premises, perform and based solely on an unoccupied basis, (A) does not comply with applicable laws in effect as of the Shell Work described in Exhibit B-1 date hereof, or (B) contains latent defects (not caused by Tenant’s acts or omissions), then Landlord shall be responsible, at Landlord’s its sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise permitted in (and not excluded in) Section 4 hereof), for promptly correcting any such non-compliance to September 1the extent and as and when required by applicable laws, 2013and/or correcting any such latent defects as soon as reasonably possible after receiving notice thereof from Tenant; provided, and all other work necessary however, that if Tenant fails to prepare give Landlord written notice of any such latent defects described in clause (B) hereinabove within ninety (90) days after the Initial Premises for Commencement Date, then the correction of any such latent defects shall, subject to Landlord’s repair obligations in Section 11.2 hereof, be Tenant’s occupancy shall be performed responsibility at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The 14.1. Tenant acknowledges that immediately prior to the Execution Date, Tenant occupied a portion of the Premises are demised and expects to continue to occupy a portion of the Premises under the Existing Lease, and control the use, maintenance and repair of such portion of the Premises during the Executory Period to the extent required under the Existing Lease. Tenant is familiar with the condition of the Premises and Tenant accepts the same entire Premises (including the portion of the Premises that is not currently occupied by Tenant) in its “as-as is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell ” condition (but absent such notice Landlord will not otherwise be obligated other than to perform the Shell Work, time being extent Tenant improves any portion of the essence Premises during the Executory Period with Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed) with all faults, and Landlord makes no representation or warranty of such notice), the Landlord shall, any kind with respect to such designated portion(s) the condition of the Premises, perform Premises or with respect to the Shell Work described in Exhibit B-1 at Landlordsuitability of the Premises for the conduct of Tenant’s sole cost and expense prior to September 1, 2013business, and all other work necessary Landlord shall have no obligation to alter, repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, Premises. It is understood and agreed that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will is not otherwise be obligated to perform the Shell Workinstall any equipment, time being of the essence of such notice)or make any repairs, the Landlord shall, with respect improvements or Alterations to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion as of the Premises was Term Commencement Date shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Premises were at such time in good, sanitary and satisfactory condition and repair. 14.2. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT LANDLORD IS LEASING THE PREMISES “AS IS” AND “WHERE IS,” AND WITH ALL FAULTS AND THAT, LANDLORD IS MAKING NO REPRESENTATIONS AND WARRANTIES WHETHER EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, WITH RESPECT TO THE QUALITY OR PHYSICAL CONDITION OF THE PREMISES, THE INCOME OR EXPENSES FROM OR OF THE PREMISES, OR THE COMPLIANCE OF THE PREMISES WITH APPLICABLE BUILDING OR FIRE CODES, ENVIRONMENTAL LAWS OR OTHER LAWS, RULES, ORDERS OR REGULATIONS. WITHOUT LIMITING THE FOREGOING, IT IS UNDERSTOOD AND AGREED THAT LANDLORD MAKES NO WARRANTY WITH RESPECT TO THE HABITABILITY, SUITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. TENANT AGREES THAT IT ASSUMES FULL RESPONSIBILITY FOR, AND THAT IT HAS HAD AN OPPORTUNITY TO PERFORM EXAMINATIONS AND INVESTIGATIONS OF THE PREMISES, INCLUDING SPECIFICALLY, WITHOUT LIMITATION, EXAMINATIONS AND INVESTIGATIONS FOR THE PRESENCE OF ASBESTOS, PCBS AND OTHER HAZARDOUS SUBSTANCES, MATERIALS AND WASTES (AS THOSE TERMS MAY BE DEFINED HEREIN OR BY APPLICABLE FEDERAL OR STATE LAWS, RULES OR REGULATIONS) ON OR IN THE PREMISES. WITHOUT LIMITING THE FOREGOING, TENANT IRREVOCABLY WAIVES ALL CLAIMS THAT EXIST AS OF THE EXECUTION DATE AGAINST LANDLORD WITH RESPECT TO ANY ENVIRONMENTAL CONDITION, INCLUDING CONTRIBUTION AND INDEMNITY CLAIMS, WHETHER STATUTORY OR OTHERWISE. TENANT ASSUMES FULL RESPONSIBILITY (AS BETWEEN LANDLORD AND TENANT) FOR ALL COSTS AND EXPENSES REQUIRED TO CAUSE THE PREMISES TO COMPLY WITH ALL APPLICABLE BUILDING AND FIRE CODES, MUNICIPAL ORDINANCES, ENVIRONMENTAL LAWS AND OTHER LAWS, RULES, ORDERS, AND REGULATIONS.

Condition of Premises. The Tenant hereby agrees that the Premises are demised to Tenant and Tenant accepts the same shall be taken “as-as is”, except “with all faults”, “without any representations or warranties”, and Tenant hereby agrees and warrants that (a) ifit has investigated and inspected the condition of the Premises and the suitability of same for Tenant’s purposes, not later than sixty (60) days following and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or the Project or the suitability of same for Tenant’s purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representation or warranty with respect to the Premises or the Project or with respect to the suitability of either for the conduct of Tenant’s business and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Project in its decision to enter into this Lease and let the Premises in an “As Is” condition. Suite 2100 shall be initially improved as provided in, and subject to, the Tenant Work Letter attached hereto as Exhibit “D” and made a part hereof. The existing leasehold improvements in the Premises as of the date of this Lease, together with the Improvements (as defined in the Tenant notifies Landlord Work Letter) may collectively be referred to herein as the “Tenant Improvements.” The taking of possession of the Premises by Tenant shall conclusively establish that the Initial Premises or a portion thereof (clearly designated and the Project were at such time in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being satisfactory condition. Tenant hereby waives Sections 1941 and 1942 of the essence Civil Code of such notice)California or any successor provision of law. Landlord reserves the right from time to time, the Landlord shallbut subject to payment by and/or reimbursement from Tenant as otherwise provided herein: (i) to install, with respect to such designated portion(s) of the Premisesuse, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost maintain, repair, replace and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises relocate for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added service to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all and/or other parts of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell WorkProject pipes, time being of the essence of such notice)ducts, the Landlord shallconduits, with respect to such designated portion(s) of the Premiseswires, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell conditionappurtenant fixtures, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensemechanical systems, wherever located in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of or the Premises was in good order and satisfactory condition when Tenant took possessionProject, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord ii) to alter, remodel close or improve relocate any facility in the Property and no representation by Landlord Premises or its agents respecting the condition Common Areas or otherwise conduct any of the Property has been made above activities for the purpose of complying with a general plan for fire/life safety for the Project or otherwise and (iii) to comply with any federal, state or local law, rule or order with respect thereto or the regulation thereof not currently in effect. Landlord shall attempt to perform any such work with the least inconvenience to Tenant as possible, but in no event shall Tenant be permitted to withhold or relied upon by Tenant reduce Basic Rental or other than charges due hereunder as may be contained in this Lease a result of same or in any written amendment hereto signed by otherwise make claim against Landlord and for interruption or interference with Tenant’s business and/or operations.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following On the date last day of the Term or upon any earlier termination of this Lease, or upon any re-entry by Landlord upon the Demised Premises, Tenant notifies shall, at its own expense, quit and surrender the Demised Premises to Landlord that broom clean, in good order, condition and repair, except for ordinary wear and tear and such damage or destruction as Landlord is required to repair or restore under the Initial Lease. Tenant shall remove from the Demised Premises all of Tenant's Property and all personal property and personal effects of all persons claiming through or under Tenant, and shall pay the cost of repairing all damage to the Building and the Demised Premises occasioned by such removal. (b) All alterations, installations, additions and improvements made and installed by Tenant, or at Tenant's expense, upon or in the Demised Premises which are of a permanent nature and which cannot be removed without damage to the Demised Premises or Building shall become and be the property of Landlord, and shall remain upon and be surrendered with the Demised Premises as a portion part thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform at the Shell Work, time being end of the essence term of this Lease, except that Landlord shall have the right and privilege at any time up to twenty (20) days prior to the expiration of the term of the Lease to serve notice upon Tenant that any of such alterations, installations, additions and improvements shall be removed and, in the event of service of such notice). Tenant will, the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole 's own cost and expense, remove the same in accordance with such request, and restore the applicable provisions of this Lease and (b) as Demised Premises to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell its original condition, ordinary wear and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost tear and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantcasualty excepted.

Condition of Premises. The Premises are demised to Except as expressly set forth in this Lease and in the Tenant and Tenant accepts the same “as-is”Work Letter, except that (a) if, Landlord shall not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform provide or pay for any improvement, remodeling or refurbishment work or services related to the Shell Workimprovement, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) remodeling or refurbishment of the Premises, perform and Tenant shall accept the Shell Work described Premises in Exhibit B-1 its “As Is” condition as of the date hereof; provided, however, that Landlord, at Landlord’s sole cost and expense on or before that date which is sixty (60) days after the full execution and delivery of this Lease by Landlord and Tenant, shall repair one (1) of the HVAC chillers serving the Building (in accordance with the proposal from Pacific Rim Mechanical furnished to Tenant prior to September 1the execution of this Lease) and shall have the elevators in the Building recertified. Notwithstanding anything to the contrary in this Lease, 2013in the event that, as of the date of execution of this Lease, the Project and each portion thereof, including without limitation the Building Systems (as defined in Article 7 of this Lease), in their condition existing as of such date without regard to any of the Tenant Improvements, alterations or other improvements to be constructed or installed by or on behalf of Tenant in the Premises, are not in good working order, good condition and repair with no material deferred maintenance or, except with respect to the interior of the Building, is not in compliance with applicable laws (without regard to any of the Tenant Improvements, alterations or other improvements to be constructed or installed by or on behalf of Tenant in the Building), then Landlord shall be responsible, at its sole cost and expense which shall not be included as part of Additional Rent, for correcting any such matters as soon as reasonably possible after receiving written notice thereof from Tenant; provided, however, that if Tenant fails to give Landlord written notice of such matters within one hundred eighty (180) days after the date hereof, then the correction of any such matters shall, except for latent defects in the Building which could not have been reasonably discoverable by Tenant if Tenant had performed a diligent inspection of the Building during such one hundred eighty (180)-day period, in which case such one hundred eighty (180)-day period shall be deemed extended until that date which is one hundred eighty (180) days after the Lease Commencement Date, be Tenant’s responsibility at Tenant’s sole cost and expense. Tenant shall be responsible for all compliance with law costs with respect to the interior of the Building. Tenant also acknowledges that, except as otherwise expressly set forth in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises, the Building, or the Project or their condition, or with respect to the suitability thereof for the conduct of Tenant’s business (including, but not limited to, any zoning/conditional use permit requirements which shall be Tenant’s responsibility and Tenant’s failure to obtain any such zoning/use permits (if any are required) shall not affect Tenant’s obligations under this Lease). The taking of possession of the Premises by Tenant shall conclusively establish that the Premises (including the Building and the other improvements in the Project) were at such time complete and in good, sanitary and satisfactory condition and without any obligation on Landlord’s part to make any alterations, upgrades or improvements thereto. For purposes of Section 1938(a) of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Premises have not undergone inspection by a Certified Access Specialist (CASp). In addition, the following notice is hereby provided pursuant to Section 1938(e) of the California Civil Code: “A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all other work of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to prepare correct violations of construction-related accessibility standards within the Initial Premises for premises.” In furtherance of and in connection with such notice: (i) Tenant, having read such notice and understanding Tenant’s occupancy right to request and obtain a CASp inspection and with advice of counsel, hereby elects not to obtain such CASp inspection and waives its rights to obtain a CASp inspection with respect to the Premises to the extent permitted by applicable laws now or hereafter in effect; and (ii) if the waiver set forth in clause (i) hereinabove is not enforceable pursuant to applicable laws, then Landlord and Tenant hereby agree as follows (which constitute the mutual agreement of the parties as to the matters described in the last sentence of the foregoing notice): (A) Tenant shall have the one-time right to request for and obtain a CASp inspection, which request must be made, if at all, in a written notice delivered by Tenant to Landlord on or before that date which is ten (10) days after the date hereof; (B) any CASp inspection timely requested by Tenant shall be performed conducted (1) between the hours of 9:00 a.m. and 5:00 p.m. on any business day, (2) only after ten (10) days’ prior written notice to Landlord of the date of such CASp inspection, (3) in a professional manner by a CASp designated by Landlord and without any testing that would damage the Premises, Building or Project in any way, and (4) at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01including, if Tenant elects as provided thereinwithout limitation, that some or all Tenant’s payment of the space so added shall be delivered in shell condition (but absent fee for such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)CASp inspection, the Landlord shallfee for any reports prepared by the CASp in connection with such CASp inspection (collectively, with respect to such designated portion(sthe “CASp Reports”) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary costs and expenses in connection therewith; (C) Tenant shall deliver a copy of any CASp Reports to prepare the space so added under Section 42.01 for Landlord within three (3) business days after Tenant’s occupancy shall be performed receipt thereof; and (D) Tenant, at Tenant’s its sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of shall be responsible for making any portion of improvements, alterations, modifications and/or repairs to or within the Premises shall be conclusive evidence that to correct violations of construction-related accessibility standards including, without limitation, any violations disclosed by such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and TenantCASp inspection.

Condition of Premises. The Premises are demised to Tenant acknowledges that he/she has examined the Leased Premises, including all appliances and equipment therein, the Building and common areas (the “Grounds”). By signing this Lease, Tenant accepts the same “as-is”agrees that they are, except that (a) if, not later than sixty (60) days following on the date of this Lease, in good order, repair and in a safe, clean, and tenantable condition, unless otherwise noted on the Report (Exhibit B), which Report shall be deemed correct unless Tenant notifies objects thereto in writing within five days after receipt thereof. Tenant also acknowledges that Landlord has made no promises to alter, repair, or improve the Leased Premises, except as noted in the Report. In the Report, Landlord shall disclose whether there is any visible evidence of mold in areas readily accessible within the interior of the dwelling unit. If the Report states that there is no visible evidence of mold in the Initial Premises dwelling unit, this written statement shall be deemed correct unless Tenant objects thereto in writing within five days after receiving the Report. If the Report states that there is visible evidence of mold in the dwelling unit, Tenant shall have the option to terminate the tenancy and not take possession or remain in possession of the dwelling unit. If Tenant requests to take possession, or remain in possession, of the dwelling unit, notwithstanding the presence of visible evidence of mold, Landlord shall promptly remediate the mold condition but in no event later than five business days thereafter and re-inspect the dwelling unit to confirm there is no visible evidence of mold in the dwelling unit and reflect on a portion thereof (clearly designated new Report that there is no visible evidence of mold in such notice to Landlord) are to be delivered in shell condition (but absent such notice the dwelling unit upon re-inspection. Landlord will not otherwise be obligated inspect the unit at least once a year to perform check for needed maintenance, tenant housekeeping, and other Lease compliance issues. Landlord will inspect the Shell Work, unit at the time being Tenant vacates the unit and shall give Tenant a written statement of the essence of such notice)charges, the Landlord shallif any, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expensewhich Tenant is responsible, in accordance with Paragraph 7 and applicable law. Tenant or representative may join in the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01move- out inspection, if unless Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises vacates without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Buyer further agrees with and represents to the Seller that it has examined the Premises, that it is fully satisfied with the physical condition thereof, and that neither the Seller nor any representative of the Seller has made any representation or promise upon which the Buyer has relied concerning the physical condition of the Premises are demised to Tenant and Tenant accepts the same “as-is”or of any property covered by this Agreement, except as herein may be expressly set forth, provided however, that the Buyer has reviewed a certain engineering report entitled Great Hill Reservoir Dam - Annual Dam Inspection 1997, by Roald Haestad, Inc., Consuxxxxx Xxxxxxxrs, Waterbury, Connecticut (athe "Haestad Report") ifand relied upon the Haestad Report in connection with the condition of the dam on the Premises, not later and that if the Closing Date contemplated in Paragraph 9 hereof shall occur more than sixty (60) days following one year from the date of this Leasesuch Report, Tenant notifies Landlord that upon the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being request of the essence of such notice)Buyer, the Landlord shallSeller shall obtain, with respect at its expense, another such report (the "New Report") prior to the Closing Date. In the event that such designated portion(s) New Report shall reveal any material deterioration in the structural condition of the Premisesdam from that reported in the Haestad Report, perform the Shell Work Buyer may, subject to the Seller's right, as described below, to restore the dam at Seller's expense to its structural condition reported in the Haestad Report, terminate this Agreement, but only upon a majority vote of the Buyer's Board of Selectmen. In order to exercise its right of termination described in Exhibit B-1 at Landlord’s sole cost and expense prior this Paragraph 4, the Buyer shall give the Seller written notice of its intent to September 1, 2013, and all other work necessary to prepare terminate the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, Agreement in accordance with the applicable provisions of this Lease and Paragraph 4 (bthe "Notice of Termination") as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all not more than thirty (30) days after Buyer's receipt of the space so added New Report, which written notice shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform describe the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the structural condition of the Property dam that has been made materially deteriorated. The Seller shall, if it intends to Tenant or relied upon by Tenant restore the dam as contemplated above, provide written notice to the Buyer of such intention (the "Restoration Notice") within thirty (30) days of Seller's receipt of the Buyer's Notice of Termination. The Restoration Notice shall contain a proposed timetable for the proposed restoration, which timetable shall call for completion of the project no later than one year from the date of the Restoration Notice. At the completion of the restoration work, the Seller shall, at its expense, provide to the Buyer an engineering report which shall describe the restoration of the structural condition of the dam to a structural condition at least as good as that reported in the Haestad Report. The parties shall set a new Closing Date to occur within thirty (30) days after completion of the restoration project and submission to the Buyer of the new engineering report complying with the above provisions. In the event that the restoration project is not completed, and the new engineering report complying with the above provisions is not submitted to the Buyer, within one year from the Restoration Notice, the Buyer may reaffirm its Termination Notice in writing, at which time this Agreement and the obligations of the parties hereunder shall, notwithstanding any other than as may be contained in provision of this Lease or in any written amendment hereto signed by Landlord Agreement, terminate and Tenantcome to an end.

Condition of Premises. The Premises are demised Tenant hereby agrees to Tenant and Tenant accepts accept the same “Expansion Space in its "as-is”" condition and Tenant hereby acknowledges that Landlord, except as otherwise provided in this Second Amendment, shall not be obligated to pay for any improvement work or services related to the improvement of the Expansion Space. Except as set forth in this Second Amendment, Tenant also acknowledges that Landlord has made no representation or warranty regarding the condition of the Expansion Space; provided, however, in the event that, after Landlord's delivery of the Expansion Space, the Base, Shell and Core of the Building (aas defined in Section 1 of the Work Letter), which includes the Systems and Equipment, the base building HVAC, plumbing, life safety and electrical systems of the Building as well as the roof and roof membrane, (A) ifdoes not comply with applicable laws, not later than sixty seismic, fire and life safety codes, and the ADA (60) days following to the extent applicable), in effect as of the date of this LeaseSecond Amendment, Tenant notifies or (B) contains latent defects, then Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Workresponsible, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s its sole cost and expense prior which shall not be included in Operating Expenses (except as otherwise permitted in Section 4.2 of the Original Lease), for correcting any such non-compliance to September 1the extent required by such applicable laws, 2013codes and the ADA as soon as reasonably possible after receiving notice thereof from the applicable governmental authority or Tenant, and/or correcting such latent defects as soon as reasonably possible after receiving notice thereof from Tenant. Notwithstanding the foregoing, if Tenant fails to give Landlord written notice of any such latent defects in clause (B) hereinabove within six (6) months after the Suite 500 Expansion Commencement Date, then the correction of any such latent defects shall, subject to Landlord's repair obligations in Section 7.2 of the Original Lease (and all other work necessary to prepare the Initial Premises for extent such correction is a responsibility of Tenant pursuant to Section 7.1 of the Original Lease), be Tenant’s occupancy shall be performed 's responsibility at Tenant’s 's sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Premises are demised Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Tenant and Tenant accepts the same “as-is”, except acknowledges that (a) if, not later than sixty (60) days following it is fully familiar with the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice)Premises and agrees, subject to the Landlord shall, with respect to such designated portion(s) completion of the PremisesTenant Improvements, perform to take the Shell Work described same in Exhibit B-1 at Landlord’s sole cost its condition “as is” as of the Term Commencement Date and expense prior (b) Landlord shall have no obligation to September 1alter, 2013, and all other work necessary to repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but except for performance of the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this LeaseImprovements. Tenant’s taking of possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was shall, except as otherwise agreed to in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed writing by Landlord and Tenant, conclusively establish that the Tenant Improvements are Substantially Complete, and the Premises, the Building and the Project were at such time in good, sanitary and satisfactory condition and repair, except for punchlist items, provided, however, that except to the extent to which Tenant shall have given Landlord notice of any Punch List Items not later than two (2) weeks after the Term Commencement Date, Tenant shall be deemed conclusively to have approved the completion of the Tenant Improvements and Tenant shall have no claim that Landlord has failed to perform any of the Tenant Improvements. Notwithstanding the foregoing, Landlord shall complete certain base building improvements (Landlord’s Base Building Work) in accordance with Exhibit D attached hereto. For the avoidance of doubt, the substantial completion of Landlord’s Base Building Work shall not be required as a condition to the Term Commencement Date, but Landlord will use commercially reasonable efforts to substantially complete the Landlord’s Base Building Work by December 31, 2021, provided, however, that if there is a delay in the substantial completion of the Landlord’s Base Building Work for any reason Landlord, and its agents, partners or employees, shall not have any liability to Tenant in connection with such delay, nor shall the Lease be affected in any way.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) if, not later than sixty (60) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel remodel, or improve --------------------- the Property premises or the Building and no representation by Landlord or its agents respecting the condition of the Property has premises or the Building have been made by Lessor to Tenant or relied upon by Tenant other than Lessee except as may be contained expressly set forth in this Lease Paragraph. Lessee acknowledges that Lessee is taking the premises in their then-existing, "as is" condition, without representation or warranty of any kind from Lessor. Notwithstanding the foregoing, Lessor, at no cost to Lessee, shall have completed the following by July 1, 1998 (subject to delays caused by weather and the ability to receive required materials and equipment: (i) premises front entry walls shall be repaired, marred or damaged ceiling tiles shall be replaced, all burned out or broken light bulbs and ballasts shall be replaced, and the premises shall be in broom clean condition; (ii) the Building structure integrity shall be intact, in Lessor's reasonable estimation; (iii) the roof membrane shall be in watertight condition; (iv) the existing HVAC system shall have been serviced and repaired if required, and shall be in good working order; (v) all existing electrical and lighting systems and fixtures shall be in good working order; (vi) any written amendment hereto signed existing fire protection system shall be in good working order; (vii) the existing plumbing system shall be in good working order; (viii) other existing interior fixtures shall be in good working order; (ix) the front flower garden shall be refreshed; (x) the fence surrounding the location of the former generator shall be removed; and (xi) a new refrigerator or refrigerator/freezer, at Lessee's election, shall be installed. Lessor shall use good faith efforts to complete the foregoing, if delayed by Landlord weather or availability of equipment or materials, as quickly as is reasonably possible. Within a reasonable period after Lessee notifies Lessor that Lessee has completed its initial Lessee Improvements in the premises, Lessor shall have the premises windows washed, and Tenantshall patch and paint as necessary the premises walls. Lessee waives all right to make repairs at the expense of Lessor, or to deduct the cost thereof from Rent, and Lessee waives all rights under Sections 1941 and 1942 of the Civil Code of the State of California.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) ifLandlord warrants to Tenant that the existing plumbing, not later than sixty fire sprinkler system, air conditioning, heating and ventilation (60) days following "HVAC"), roof and roll up doors on the date Premises shall be in good operating condition on the Commencement Date. If a non-compliance with said warranty exists as of the Commencement Date, Landlord shall, except as otherwise provided in this Lease, promptly after receipt of written notice from Tenant notifies Landlord that setting forth with reasonable specificity the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence nature and extent of such notice)non-compliance, rectify same at Landlord's expense. If Tenant does not give Landlord written notice of a non-compliance with this warranty within thirty (30) days after the Landlord shallCommencement Date, unless otherwise set forth herein, correction of that non-compliance shall be the obligation of Tenant at Tenant's sole cost and expense. (b) Except as set forth in Paragraph 2.3(a) above, (i) Tenant has satisfied itself with respect to the condition of the Premises (including, but not limited to, the electrical, HVAC and fire sprinkler systems, security, environmental aspects, and compliance with Applicable Requirements (as defined in Paragraph 5.3)), and their suitability for Tenant's intended use, (ii) Tenant has made such designated portion(s) investigations as it deems necessary with reference to such matters and assumes all responsibility therefor as the same relate to its occupancy of the Premises, perform the Shell Work described (iii) neither Landlord, Landlord's agents, nor any broker has made any oral or written representations or warranties with respect to said matters other than as set forth in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013this Lease, and all other work necessary (iv) Tenant is leasing the Premises hereunder from Landlord in its "As-Is" condition and Landlord shall have no obligation hereunder to prepare make, install, remodel or alter any tenant improvements for the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions benefit of Tenant to enter into this Lease and (b) as or otherwise to space added make or perform any repairs, renewals or replacements to the Premises pursuant as an inducement to Section 42.01, if Tenant elects to enter into this Lease or as provided therein, that some or all of the space so added shall be delivered in shell a condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior precedent to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions effectiveness of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Premises are demised to Tenant and (a) Tenant accepts the same “Current Premises and the Second Expansion Space in their "as-is”" condition "with all faults" without any agreements, except representations, undertakings or obligations on the part of Landlord to perform any alterations, repairs or improvements. (b) Tenant shall, at Tenant's expense, cause to be constructed and installed in the Second Expansion Space in a good and workmanlike manner and in strict compliance with applicable laws, codes, regulations and ordinances the permanent leasehold improvements desired by Tenant and approved by Landlord (the "IMPROVEMENTS"). Tenant acknowledges that Landlord is not an architect or engineer. Accordingly, Landlord's approval of the proposed Improvements is not a representation by Landlord that the Improvements will comply with applicable laws, codes, regulations and ordinances or be free from errors, omissions, or defects, and Landlord will have no liability therefor, it being expressly understood and agreed by Tenant that such matters are Tenant's responsibility. (ac) ifLandlord shall reimburse Tenant for costs and expenses of the Improvements up to a maximum of $150,000.00 (the "IMPROVEMENT ALLOWANCE") upon delivery by Tenant to Landlord of (i) Tenant's written request for the Improvement Allowance made no earlier than April 1, not 2004 nor later than sixty June 30, 2004, and (60ii) evidence satisfactory to Landlord, which evidence must include (but is not limited to) original invoices marked "paid" by the issuer and final lien releases from all contractors, subcontractors and materials suppliers involved in the Improvements, that Tenant paid no less than $150,000.00 for the Improvements. In the event Tenant fails to comply with the immediately preceding sentence, Tenant shall, for itself and its successors and assigns, forfeit and renounce any right to the Improvement Allowance, and Landlord shall have no further obligation to provide the Improvement Allowance to Tenant. If Tenant does so comply, Landlord shall reimburse Tenant as set forth above within thirty (30) days following the date of this Lease, Tenant notifies Landlord that the Initial Premises or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being 's receipt of the essence of such notice), the Landlord shall, with respect to such designated portion(sitems enumerated in (i) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such noticeii), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking possession of any portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”acknowledges that, except that (a) if, not later than sixty (60) days following the date of as set forth in this Lease, Tenant notifies neither Landlord that the Initial Premises nor any agent of Landlord has made any representation or a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, warranty with respect to such designated portion(s) the condition of the Premises, perform the Shell Work described Building or the Project, or with respect to the suitability of the Premises, the Building or the Project for the conduct of Tenant’s business. Notwithstanding the foregoing, Landlord represents and warrants that, as of the Execution Date, (a) the Premises are in Exhibit B-1 compliance with all Applicable Laws (including without limitation the ADA and Title 24), and (b) the structural elements of the Building, the roof and roof membrane and the Building systems throughout the Building and serving the Premises (including without limitation the mechanical, electrical, HVAC and plumbing systems of the Building), are in working order, condition and repair, and to the extent that the representations are in (a) and (b) above are untrue as of the Execution Date, Landlord shall, at Landlord’s sole cost and expense prior and as Tenant’s sole remedy, correct any breach of such warranties promptly following receipt of written notice thereof from Tenant. In addition, in the event any legal requirements are triggered by reason of the Tenant Improvements being constructed by Tenant, Landlord will perform any required legal compliance work in the Premises or Building to September 1the extent so triggered (provided that Tenant will ensure that the Tenant Improvements themselves comply with all applicable legal requirements). For example, 2013in the event that Tenant upgrades an electrical panel, the work to the panel will be, done in compliance with all legal requirements and will be a charge against the TI Allowance or paid for by Tenant, as applicable; however, in the event that the agency issuing a permit for the Tenant Improvements requires that all other work necessary lightbulbs be upgraded to meet a new Title 24 requirement, then Landlord will bear the cost of that upgrade. Tenant acknowledges that (x) it is fully familiar with the condition of the Premises and agrees to take the same in its condition “as is” as of the Execution Date (subject to the preceding sentence) and (y) Landlord shall, except as expressly set forth in this Lease (including without limitation Landlord’s obligation to provide the TI Allowance pursuant to Section 4.2 above), have no obligation to alter, repair or otherwise prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as or to space added pay for or construct any improvements to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all of the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the essence of such notice), the Landlord shall, with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease. Tenant’s taking of possession of any portion of the Premises shall be conclusive evidence shall, except as otherwise agreed to in writing by Landlord and Tenant (including in this Lease), conclusively establish that the Premises, the Building and the Project were at such portion of the Premises was time in good order good, sanitary and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of which Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenantrepair.