Common use of DAMAGES AND INSURANCE Clause in Contracts

DAMAGES AND INSURANCE. Highbury will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part of the Buildings or disturb the quiet enjoyment of any other licensee or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings or the common area facilities. At the termination of this Agreement, Highbury will return the Buildings in as good of condition as when Highbury took possession, though normal wear and tear shall be expected. Berkshire Capital shall have the right to show the Buildings to prospective clients, provided Berkshire Capital will use reasonable efforts not to disrupt Highbury’s business. Berkshire Capital and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s gross negligence or willful misconduct, be liable for, and Highbury waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of Highbury, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the Buildings. Without limitation of any other provision hereof, Highbury agrees to indemnify, defend, protect and hold Berkshire Capital and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is made unusable, in whole or in part by fire or other casualty not due to the negligence of Highbury, Berkshire Capital may, at its option, terminate the Agreement upon written notice to Highbury, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the Buildings, without expense to Highbury, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury Client will not cause damage to any part of the Buildings facilities or the Building or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Building nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Offices or the common area facilities. At the termination of this Agreement, Highbury Client will return the Buildings Offices in as good of condition as when Highbury Client took possession, though normal wear and tear shall be expected. Berkshire Capital Firm shall have the right to show the Buildings Offices to prospective clients, provided Berkshire Capital Firm will use reasonable efforts not to disrupt HighburyClient’s business. Berkshire Capital Firm and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire CapitalFirm’s gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to any person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsFirm facilities or the Building. Without limitation of any other provision hereof, Highbury Client agrees to indemnify, defend, protect and hold Berkshire Capital Firm and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of HighburyClient’s use and occupancy of the Buildings Offices or actions or omissions of Highbury Client and its agents, employees, contractors, and invitees. Highbury Client further agrees that all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the Firm facilities of the Buildings Building shall be at the sole risk of HighburyClient. The parties Firm and Client each hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is Firm’s Building or facilities are made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital Firm may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsFirm facilities, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s Firm ‘s control. The Monthly Fixed Fee for Base Services and the Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is Offices are unusable.

DAMAGES AND INSURANCE. Highbury FSAC will not damage or deface the furnishings, walls, floors or ceiling. Highbury FSAC will not cause damage to any part of the Buildings Building or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Building nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Building or the common area facilities. At the termination of this Agreement, Highbury FSAC will return the Buildings Building in as good of condition as when Highbury FSAC took possession, though normal wear and tear shall be expected. Berkshire Capital CMEM shall have the right to show the Buildings Building to prospective clients, provided Berkshire Capital CMEM will use reasonable efforts not to disrupt HighburyFSAC’s business. Berkshire Capital CMEM and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire CapitalCMEM’s gross negligence or willful misconduct, be liable for, and Highbury FSAC waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyFSAC, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsBuilding. Without limitation of any other provision hereof, Highbury FSAC agrees to indemnify, defend, protect and hold Berkshire Capital CMEM and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of HighburyFSAC’s use and occupancy of the Buildings Building or actions or omissions of Highbury FSAC and its agents, employees, contractors, and invitees. Highbury FSAC further agrees that all personal property of HighburyFSAC, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings Building shall be at the sole risk of HighburyFSAC. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings Building is made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyFSAC, Berkshire Capital CMEM may, at its option, terminate the Agreement upon written notice to HighburyFSAC, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsBuilding, without expense to HighburyFSAC, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire CapitalCMEM’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings Building is unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of HQ or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting each Office used less than twelve (12) months by Client, at a cost not to exceed One Hundred Fifty Dollars ($150.00) per Office. HQ will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as HQ reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to HQ by Client upon demand. Berkshire Capital HQ shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital HQ will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital HQ and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s HQ's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsHQ Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and such other party's officers, directors, employees, shareholders, partners, agents and representatives from and against any liability to third parties arising out of, in the case of Client as an indemnifying party, Client's use and occupancy of the Office or any negligent act or omission of Client or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers or invitees and, in the case of HQ as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of HQ or HQ's officers, directors, employees, shareholders, partners, agents or representatives. Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of Client, its respective agents employees, contractors, and invitees, within or about the HQ Business Center or the Building. Client acknowledges that it is the Client's responsibility to maintain insurance to cover the risks set forth in this paragraph. HQ and Client each hereby waive any and all rights of recovery against the other, or against the directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings HQ Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital HQ may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsHQ Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s HQ's control. The Monthly Fixed Base Services Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Client's Area or the common area facilities. Client will not cause damages to any part of the Building or the property of TS or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Client's Area shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. TS will have the right, at any time and from time to time, to enter the Client's Area to inspect the same, to make such repairs and alterations as XX xxxxx necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to TS by Client upon demand. Berkshire Capital TS shall have the right to show the Buildings Client's Area to prospective clientsClients, provided Berkshire Capital TS will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital TS and its respective directors, licensorslicensers, officers, agents, servants and employees shall not, to the extent permitted by the law, except upon the affirmative showing of Berkshire Capital’s TS's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or any damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsTS premises or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and its respective such other party's officers, directors, licensorsemployees, officersshareholders, agentspartners, servants agents and employees harmless representatives from and against all any liability to third parties arising out of, in the case of Highbury’s Client as an indemnifying party, Client's use and occupancy of the Buildings Office or actions any negligent act or omissions omission of Highbury and its agentsClient or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, and inviteescustomers or invitees and, in the case of TS as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of TS or TS's officers, directors, employees, shareholders, partners, agents or representatives. Highbury further agrees that Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the facilities of TS premises or the Buildings shall be at Building. Client acknowledges that it is the sole risk of HighburyClient's responsibility to maintain insurance to cover the risks set forth in this paragraph. The parties TS and Client each hereby waive any and all rights of recovery against each the other, or against the directors, licensers, officers, employeesagents, agents or representatives servants and employees of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings TS premises is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital TS may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsTS premises, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s TS's control. The Monthly Fixed Base Services Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Client's Area that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of HQ or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting and cleaning fees for each Office occupied less than twelve 912) months by client, at a cost not to exceed One Hundred Fifty Dollars ($150.00) per Office. Client is responsible for costs of repairing any damage to office or furniture and to return each office to HQ in good condition. HQ will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as HQ reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to HQ by Client upon demand. Berkshire Capital HQ shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital HQ will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital HQ or Client and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s HQ's or Client's gross negligence or willful wilful misconduct, be liable for, and Highbury Client or HQ waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss los or destruction of any property of HighburyClient or HQ, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsHQ Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and such other party's officers, directors, employees, shareholders, partners, agents and representatives from and against any liability to third parties arising out of, in the case of Client as an indemnifying party, Client's use and occupancy of the Office or any Act or omission constituting gross negligence or willful misconduct of Client or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers or invitees and, in the case of HQ as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of HQ or HQ's officers, directors, employees, shareholders, partners, agents or representatives. Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of Client, its respective agents, employees, contractors and invitees, within or about the HQ Business Center or the Building. Client acknowledges that it is the Client's responsibility to maintain insurance to cover the risks set forth in this paragraph. HQ and Client each hereby waive any and all rights of recovery against the other, or against the directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings HQ Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital HQ may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsHQ Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time tie as may be required because of events beyond Berkshire Capital’s HQ's control. The Monthly Fixed Base Services Fee for Office Services s shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of HQ or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Master Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting and cleaning fees for each Office occupied less than twelve (12) months by Client, at a cost not to exceed Two Hundred Fifty Dollars ($250.00) per Office. Client is responsible for costs of repairing any damage to office or furniture and to return each office to HQ in good condition. HQ will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as HQ reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to HQ by Client upon demand. Berkshire Capital HQ shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital HQ will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital HQ or Client and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s HQ's or Client's gross negligence or willful misconduct, be liable for, and Highbury Client or HQ waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient or HQ, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsHQ Global Workplaces center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and such other party's officers, directors, employees, shareholders, partners, agents and representatives from and against any liability to third parties arising out of, in the case of Client as an indemnifying party, Client's use and occupancy of the Office or any act or omission constituting gross negligence or willful misconduct of Client or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers or invitees and, in the case of HQ as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of HQ or HQ's officers, directors, employees, shareholders, partners, agents or representatives. Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of Client, its respective agents employees, contractors, and invitees, within or about the HQ Global Workplaces center or the Building. Client acknowledges that it is the Client's responsibility to maintain insurance to cover the risks set forth in this paragraph. HQ and Client each hereby waive any and all rights of recovery against the other, or against the directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings HQ Global Workplaces center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital HQ may, at its option, terminate the Master Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsHQ Global Workplaces center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s HQ's control. The Monthly Fixed Base Office Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of HQ or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting each Office used less than twelve (12) months by Client, at a cost not to exceed One Hundred Fifty Dollars ($200.00) per Office. HQ will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as HQ reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to HQ by Client upon demand. Berkshire Capital HQ shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital HQ will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital HQ and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s HQ's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsHQ Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and such other party's officers, directors, employees, shareholders, partners, agents and representatives from and against any liability to third parties arising out of, in the case of Client as an indemnifying party, Client's use and occupancy of the Office or any negligent act or omission of Client or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers or invitees and, in the case of HQ as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of HQ or HQ's officers, directors, employees, shareholders, partners, agents or representatives. Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of Client, its respective agents employees, contractors, and invitees, within or about the HQ Business Center or the Building. Client acknowledges that it is the Client's responsibility to maintain insurance to cover the risks set forth in this paragraph. HQ and Client each hereby waive any and all rights of recovery against the other, or against the directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings HQ Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital HQ may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsHQ Business Center, without expense to Highbury, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is unusable.to

DAMAGES AND INSURANCE. Highbury Licensee will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part of the Buildings ceilings, or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of any Unit or any other part of the Buildings Premises, or damage any of the equipment located on the Premises. Licensee will not cause damage to any part of the Licensors Premises or the common area facilitiesproperty of Licensor or others or disturb the quiet enjoyment of any other licensees or occupants of the Premises. At Licensor will have the termination right, at any time and from time to time, to enter any Unit occupied by Licensee to inspect the same, to make such repairs and alterations Licensor reasonably deems necessary, and the cost of this Agreement, Highbury will return any such repair resulting from the Buildings in as good act or omission of condition as when Highbury took possession, though Licensee shall be reimbursed to Licensor by Licensee upon demand. Licensor reserves the right to charge reasonable fees for any repairs needed above and beyond normal wear and tear shall be expectedupon the exit of Licensee from the Unit. Berkshire Capital Licensor shall have the right to show the Buildings any Unit to prospective clientsLicensees, provided Berkshire Capital Licensor will use reasonable efforts not to disrupt Highbury’s Licensees business. Berkshire Capital Licensor and its respective members, directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s Licensors gross negligence or willful misconduct, be liable for, and Highbury Licensee waives all right of recovery to recovery, against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyLicensee, its employees, authorized persons and invitees invites due to any act, omission or occurrence in or about the BuildingsPremises. Without limitation of any other provision hereof, Highbury Licensee hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital and harmless Licensor, its respective directors, licensorsmembers, officers, agentsdirectors, servants employees, agents and employees harmless representatives from and against all any liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within any acts occurring on or about the facilities Premises, unless such liability arises out of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyLicensor without Licensee having contributed thereto. Licensee assumes all risk of loss with or about the Licensees Unit which is number 1001-1011 ,1021,1022,1023, Berkshire Capital may1024. Licensee expressly assumes that its use of the phone and high speed internet circuits provided by or through Licensor is at Licensees sole risk and is subject to all applicable local, at state, national and international laws and regulations. Licensee acknowledges that the reliability and performance of phone and internet service or other related services provided by or through Licensor are beyond Licensors control and are not in any way warranted by Licensor. Licensee agrees that the internet is not a secure network and that third parties may be able to intercept, access, use or corrupt the information Licensee transmits over the internet. Licensee shall adopt whatever security measures (such as encryption) it believes are appropriate to its optioncircumstances. Licensor is not responsible for invalid destinations, terminate transmissions errors, and corruption or security breaches of Licensee's data. Licensee agrees that Licensor does not warrant that internet service will be uninterrupted or error free. Licensee agrees that Licensor has no control over third party networks or web sites that Licensee may access and that delays and disruptions of other network transmissions are completely beyond the Agreement upon written notice control of Licensor. Licensor cannot and does not guarantee that the internet and/or computer related services which it provides will meet Licensees needs. Licensee agrees to Highburydefend, effective upon such casualtyindemnify and hold harmless Licensor from and against all liabilities, cost and expenses, including reasonable attorneys fees, related to or may elect arising from Licensees use of the phone, internet and related services provided by or through Licensor. Licensee acknowledges that it is the Licensees responsibility to repair, restore, or rehabilitate, or cause maintain insurance to cover the risks set forth in this paragraph and name Times Square Suites LLC as additional insured. Minimum general liability insurance to be repaired, restored or rehabilitated, the Buildings, without expense to Highbury, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings maintained is unusable$1,000,000 per occurrence and $2,000,000 million aggregate.

DAMAGES AND INSURANCE. Highbury CLIENT will not damage or deface the furnishings, walls, floors or ceilingceilings, although reasonable hardware may be used for the hanging of pictures. Highbury CLIENT will not cause damage to any part of the Buildings Building or the property of ALLIANCE or disturb the quiet enjoyment of any other licensee Licensee or occupant of the Buildings Building nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. At the termination of this Agreement, Highbury CLIENT will return the Buildings Office in as good of condition as when Highbury CLIENT took possession, though normal wear and tear shall excepted. A move out fee of $100.00 will be expectedcharged for cleaning, painting and general maintenance for each office occupied less than three years. Berkshire Capital Within sixty (60) days prior to termination of this Agreement, ALLIANCE shall have the right to show the Buildings Office to prospective clients, provided Berkshire Capital ALLIANCE will use reasonable efforts not to disrupt Highbury’s CLIENT's business. Berkshire Capital ALLIANCE and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s ALLIANCE's gross negligence or willful misconduct, be liable for, and Highbury the CLIENT waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of Highburythe CLIENT, its employees, authorized persons and invitees due to any act, omission Omission or occurrence in or about the BuildingsALLIANCE Business Center or the Building. Without limitation of any other provision hereof, Highbury CLIENT agrees to indemnify, defend, protect and hold Berkshire Capital save ALLIANCE and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s CLIENT's use and occupancy of the Buildings Office or actions or of omissions of Highbury CLIENT and its agents, employees, contractors, and invitees. Highbury CLIENT further agrees that all personal property of HighburyCLIENT, its agents, employees, contractors, and invitees, within or about the facilities of ALLIANCE Business Center or the Buildings Building shall be at the sole risk of HighburyCLIENT. Client shall at Client's sole expense, obtain and keep in force during the term of this Agreement a policy of comprehensive general liability insurance with bodily injury and property damage aggregate limits in an amount not less than three hundred thousand dollars ($300,000) insuring Client and naming ALLIANCE/INTEROFFICE SAN FRANCISCO, LLC as an additional insured against any liability arising out of the use, occupancy or maintenance of the Office and ALLIANCE Business Center. The parties limit of said insurance shall not however limit the liability of Client hereunder. Client shall provide to ALLIANCE, within 15 days of the commencement of this lease term, a Certificate of Insurance verifying such coverage. Client agrees that failure by Client to provide such coverage increases ALLIANCE's risk of loss and may increase ALLIANCE's cost of insurance. Should Client fail to provide the Certificate of Insurance, ALLIANCE may charge, and Client shall pay, a monthly fee of forty dollars ($40.00) for the first office and twenty dollars ($20.00) for each additional office occupied under this Agreement as compensation for the additional risk and/or costs incurred by ALLIANCE. Any insurance carried by ALLIANCE shall be excess and non-contributing to the maximum extent permitted by insurance policies which may be owned by ALLIANCE or Client. ALLIANCE and Client, for the benefit of each other, waive any and all rights of subrogation which might exist against each other. ALLIANCE and CLIENT each hereby waive any and all rights of recovery against each the other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is made unusable, in whole or in part by fire or other casualty not due to the negligence of Highbury, Berkshire Capital may, at its option, terminate the Agreement upon written notice to Highbury, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the Buildings, without expense to Highbury, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, walls floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part xxx Building or the property of CEO or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting each Office used by Client, One Hundred Seventy Five Dollars ($175.00) per office. CEO will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as CEO reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to CEO by Client upon demand. Berkshire Capital CEO shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital CEO will use reasonable efforts not to disrupt HighburyClient’s business. Berkshire Capital CEO and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire CapitalCEO’s gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsCEO Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and its respective such other party’s officers, directors, licensorsemployees, officersshareholders, agentspartners, servants agents and employees harmless representatives, from and against all any liability to third parties arising out of, in the case of HighburyClient as an indemnifying party, Client’s use and occupancy of the Buildings Office or actions any negligent act or omissions omission of Highbury and its agentsClient or Client’s officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers or invitees and inviteesin the case of CEO as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of CEO or CEO’s officers, directors, employees, shareholders, partners, agents or representatives. Highbury further agrees that Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the facilities of CEO Business Center or the Buildings shall be at Building. Client acknowledges that it is the sole risk of HighburyClient’s responsibility to maintain insurance to cover the risks set forth in this paragraph. The parties CEO and Client each hereby waive any and all rights of recovery against each the other, or against the officersdirectors, employeeslicensors, agents or representatives officers agents, servants and employees of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings CEO Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital CEO may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsCEO Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire CapitalCEO’s control. The Monthly Fixed Base Services Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury Firm will not cause damage to any part of the Buildings Offices or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Offices nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Offices or the common area facilities. At the termination of this Agreement, Highbury Client will return the Buildings Offices in as good of condition as when Highbury Client took possession, though normal wear and tear shall be expected. Berkshire Capital Firm shall have the right to show the Buildings Offices to prospective clients, provided Berkshire Capital Firm will use reasonable efforts not to disrupt HighburyClient’s business. Berkshire Capital Firm and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire CapitalFirm’s gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsOffices. Without limitation of any other provision hereof, Highbury Client agrees to indemnify, defend, protect and hold Berkshire Capital Firm and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of HighburyClient’s use and occupancy of the Buildings Offices or actions or omissions of Highbury Client and its agents, employees, contractors, and invitees. Highbury Client further agrees that all personal persona1 property of HighburyClient, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings Building shall be at the sole risk of HighburyClient. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is Offices are made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital Firm may, at its option, terminate the this Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsOffices, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire CapitalFirm’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is Offices are unusable.

DAMAGES AND INSURANCE. Highbury will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part of the Buildings Building or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Building nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Building or the common area facilities. At the termination of this Agreement, Highbury will return the Buildings Building in as good of condition as when Highbury took possession, though normal wear and tear shall be expected. Berkshire Capital shall have the right to show the Buildings Building to prospective clients, provided Berkshire Capital will use reasonable efforts not to disrupt Highbury’s business. Berkshire Capital and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s gross negligence or willful misconduct, be liable for, and Highbury waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of Highbury, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsBuilding. Without limitation of any other provision hereof, Highbury agrees to indemnify, defend, protect and hold Berkshire Capital and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings Building or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings Building shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings Building is made unusable, in whole or in part by fire or other casualty not due to the negligence of Highbury, Berkshire Capital may, at its option, terminate the Agreement upon written notice to Highbury, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsBuilding, without expense to Highbury, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings Building is unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury Client will not cause damage to any part of the Buildings Building or the property of TIO or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Building nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. At the termination of this Agreement, Highbury Client will return the Buildings Office in as good of condition as when Highbury Client took possession, though normal wear and tear shall be expected. Berkshire Capital A move out fee of $150.00 will be charged for cleaning, painting and general maintenance for each office. TIO shall have the right to show the Buildings Office to prospective clients, provided Berkshire Capital TIO will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital TIO and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s TIO's gross negligence or willful misconduct, be liable for, and Highbury the Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of Highburythe Client, its employees, authorized persons and invitees due to any act, omission or occurrence occurrences in or about the BuildingsTIO facilities or the Building. Without limitation of any other provision hereof, Highbury Client agrees to indemnify, defend, protect and hold Berkshire Capital save TIO and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s Client's use and occupancy of the Buildings Office or actions or omissions of Highbury Client and its agents, employees, contractors, and invitees. Highbury Client further agrees that all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the TIO facilities of the Buildings Building shall be at the sole risk of HighburyClient. Client shall at Client's sole expense, obtain and keep in force during the term of this Agreement a policy of comprehensive general liability insurance with bodily injury and property damage aggregate limits in an amount not less than one million dollars ($1,000,000) insuring Client and naming TIO and TIO's landlord, as an additional insured against any liability arising out of the use, occupancy or maintenance of the Office and TIO facilities. The parties limit of said insurance shall not however limit the liability of Client hereunder. Client shall provide to TIO, within 15 days of the commencement of this Agreement, a Certificate of Insurance verifying such coverage. Client agrees that failure by Client to provide such coverage increases TIO's risk of loss and may increase TIO's cost of insurance. Should Client fail to provide the Certificate of Insurance, TIO may charge, and Client shall pay, a monthly fee of forty dollars ($40.00) for each office occupied under this Agreement as compensation for the additional risk and/or costs incurred by TIO. Any insurance carried by TIO shall be excess and non-contributing to the maximum extent permitted by insurance which may be owned by TIO or Client. TIO and Client, for the benefit of each other, waive any and all rights of subrogation which might exist against each other. TIO and Client each hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage damages to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is TIO's facilities are made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital TIO may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsTIO facilities, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s TIO's control. The Monthly Fixed Fee for Office Base Services shall be abated on a pro rata basis for the period of time the Buildings Office is unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of HQ or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Master Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting and cleaning fees for each Office occupied less than twelve (12) months by Client, at a cost not to exceed Two Hundred Fifty Dollars ($250.00) per Office. Client is responsible for costs of repairing any damage to office or furniture and to return each office to HQ 3 of 11 11 in good condition. HQ will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as HQ reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to HQ by Client upon demand. Berkshire Capital HQ shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital HQ will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital HQ or Client and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s HQ's or Client's gross negligence or willful misconduct, be liable for, and Highbury Client or HQ waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient or HQ, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsHQ Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and its respective such other party's officers, directors, licensorsemployees, officersshareholders, agentspartners, servants agents and employees harmless representatives from and against all any liability to third parties arising out of, in the case of Highbury’s Client as an indemnifying party. Client's use and occupancy of the Buildings Office or actions any act or omissions omission constituting gross negligence or willful misconduct of Highbury and its agentsClient or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, and inviteescustomers or invitees and, in the case of HQ as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of HQ or HQ's officers, directors, employees, shareholders, partners, agents or representatives. Highbury further agrees that Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the facilities of HQ Business Center or the Buildings shall be at Building. Client acknowledges that it is the sole risk of HighburyClient's responsibility to maintain insurance to cover the risks set forth in this paragraph. The parties HQ and Client each hereby waive any and all rights of recovery against each the other, or against the directors, licensors, officers, employeesagents, agents or representatives servants and employees of the other, for loss of or damage to its the property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings HQ Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital HQ may, at its option, terminate the Master Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsHQ Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s HQ's control. The Monthly Fixed Base Office Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury CLIENT will not damage or deface the furnishings, walls, floors floors, or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. CLIENT will not cause damage to any part of the Building or the property of SCESI or disturb the quiet enjoyment of any other Licensee or occupant of the Building. At the termination of this Agreement, Highbury will the CLIENT is responsible to return the Buildings Office in as good of condition as when Highbury took possessionCLIENT commenced the use thereof, though normal wear and tear accepted. SCESI will have the right, from time to time, to enter the office to inspect the same, to make such repairs and alterations, as SCESI reasonably deems necessary, and the cost of any such repair resulting from the act or omission of CLIENT shall be expectedreimbursed to SCESI by CLIENT upon demand. Berkshire Capital SCESI shall have the right to show the Buildings Office to prospective clients, provided Berkshire Capital SCESI will use reasonable efforts not to disrupt HighburyCLIENT’s business. Berkshire Capital SCESI and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s SCESI gross negligence or willful misconduct, be liable for, and Highbury the CLIENT waives all right of or recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of Highburythe CLIENT, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsSCESI BUSINESS CENTER or the Building. Without limitation of any other provision provisions hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party, hereto, and its respective such other party’s officers, directors, licensorsemployees, officersshareholders, partners, agents, servants and employees harmless representatives from and against all any liability to third parties arising out of, in the case of HighburyCLIENT as an indemnifying party, negligent act or omission of CLIENT or CLIENT’s use and occupancy of the Buildings or actions or omissions of Highbury and its agentsofficers, directors, employees, shareholders, customers or invitees, and, in the case of SCESI, as an indemnifying party, any negligent act or omission of SCESI or SCESI officers, directors, representatives, contractors, and customers or invitees. Highbury , CLIENT further agrees that all personal property of HighburyCLIENT, its agents, employees, contractors, and invitees, invitees within or about the facilities of Business Center or the Buildings Building shall be at the sole risk of HighburyCLIENT. The parties CLIENT acknowledges that it is the CLIENT’s responsibility to maintain insurance to cover the risks set forth in this paragraph. SCESI and CLIENT each hereby waive any and all rights of recovery against each the other, or against the officersdirectors, employeeslicensor, agents agents, servants or representatives employees of the other, for loss of or damage to its property or the property of others other under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyCLIENT, Berkshire Capital SCESI may, at its option, terminate the Agreement upon written notice to HighburyCLIENT, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsBusiness Center, without expense to HighburyCLIENT, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s SCESI control. The Monthly Fixed Base Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury Client will not cause damage to any part of the Buildings facilities or the Building or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Building nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Offices or the common area facilities. At the termination of this Agreement, Highbury Client will return the Buildings Offices in as good of condition as when Highbury Client took possession, though normal wear and tear shall be expected. Berkshire Capital BSG shall have the right to show the Buildings Offices to prospective clients, provided Berkshire Capital BSG will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital BSG and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s BSG's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsBSG facilities or the Building. Without limitation of any other provision hereof, Highbury Client agrees to indemnify, defend, protect and hold Berkshire Capital BSG and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s Client's use and occupancy of the Buildings Offices or actions or omissions of Highbury Client and its agents, employees, contractors, and invitees. Highbury Client further agrees that all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the BSG facilities of the Buildings Building shall be at the sole risk of HighburyClient. The parties BSG and Client each hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is BSG 's Building or facilities are made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital BSG may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsBSG facilities, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s BSG 's control. The Monthly Fixed Fee for Base Services and the Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is Offices are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceilingceiling in the Facilities. Highbury Client will not cause damage to any part of the Buildings Facilities or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Facilities nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Offices or the common area facilitiesof the Facilities. At the Upon termination of this Agreement, Highbury Client will return the Buildings Offices in as good of condition as when Highbury Client took possession, though normal wear and tear shall be expected. Berkshire Capital XxXxxx De Leeuw shall have the right to show the Buildings Offices to prospective clients, provided Berkshire Capital that XxXxxx De Leeuw will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital XxXxxx De Leeuw and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s XxXxxx De Leeuw's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsFacilities. Without limitation of any other provision hereof, Highbury Client agrees to indemnify, defend, protect and hold Berkshire Capital XxXxxx De Leeuw and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s Client's use and occupancy of the Buildings Offices or actions or omissions of Highbury Client and its agents, employees, contractors, and invitees. Highbury Client further agrees that all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings Facilities shall be at the sole risk of HighburyClient. The parties XxXxxx De Leeuw and Client each hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is Facilities are made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital XxXxxx De Leeuw may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsFacilities, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s XxXxxx De Leeuw's control. The Monthly Fixed Fee for Base Services and the Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is Offices are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of HQ or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting each Office used by Client, One Hundred Seventy Five Dollars ($175.00) per office. HQ will have the right, at any time and from time to time, to enter the office to inspect the same, to make such repairs and alterations as HQ reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to HQ by Client upon demand. Berkshire Capital HQ shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital HQ will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital HQ and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s HQ's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsHQ Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and such other party's officers, directors, employees, shareholders, partners, agents and representatives from and against any liability to third parties arising out of, in the case of Client as an indemnifying party, Client's use and occupancy of the Office or any negligent act or omission of Client or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers or invitees and, in the case of HQ as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of HQ or HQ's officers, directors, employees, shareholders, partners, agents or representatives. Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of Client, its respective agents employees, contractors, and invitees, within or about the HQ Business Center or the Building. Client acknowledges that it is the Client's responsibility to maintain insurance to cover the risks set forth in this paragraph. HQ and Client each hereby waive any and all rights of recovery against the other, or against the directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings HQ Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital HQ may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsHQ Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s HQ's control. The Monthly Fixed Base Services Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury Client will not cause damage to any part of the Buildings facilities or the Building or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Building nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Offices or the common area facilities. At the termination of this Agreement, Highbury Client will return the Buildings Offices in as good of condition as when Highbury Client took possession, though normal wear and tear shall be expected. Berkshire Capital eXact shall have the right to show the Buildings Offices to prospective clients, provided Berkshire Capital eXact will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital eXact and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s eXact's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingseXact facilities or the Building. Without limitation of any other provision hereof, Highbury Client agrees to indemnify, defend, protect and hold Berkshire Capital eXact and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s Client's use and occupancy of the Buildings Offices or actions or omissions of Highbury Client and its agents, employees, contractors, and invitees. Highbury Client further agrees that all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the eXact facilities of the Buildings Building shall be at the sole risk of HighburyClient. The parties eXact and Client each hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is eXact 's Building or facilities are made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital eXact may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingseXact facilities, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s eXact 's control. The Monthly Fixed Fee for Base Services and the Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is Offices are unusable.

DAMAGES AND INSURANCE. Highbury Licensee will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part of the Buildings ceilings, or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of any Unit or any other part of the Buildings Premises, or damage any of the equipment located on the Premises. Licensee will not cause damage to any part of the Licensors Premises or the common area facilitiesproperty of Licensor or others or disturb the quiet enjoyment of any other licensees or occupants of the Premises. At Licensor will have the termination right, at any time and from time to time, to enter any Unit occupied by Licensee to inspect the same, to make such repairs and alterations Licensor reasonably deems necessary, and the cost of this Agreement, Highbury will return any such repair resulting from the Buildings in as good act or omission of condition as when Highbury took possession, though Licensee shall be reimbursed to Licensor by Licensee upon demand. Licensor reserves the right to charge reasonable fees for any repairs needed above and beyond normal wear and tear shall be expectedupon the exit of Licensee from the Unit. Berkshire Capital Licensor shall have the right to show the Buildings any Unit to prospective clientsLicensees, provided Berkshire Capital Licensor will use reasonable efforts not to disrupt Highbury’s Licensees business. Berkshire Capital Licensor and its respective members, directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s Licensors gross negligence or willful misconduct, be liable for, and Highbury Licensee waives all right of recovery to recovery, against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyLicensee, its employees, authorized persons and invitees invites due to any act, omission or occurrence in or about the BuildingsPremises. Without limitation of any other provision hereof, Highbury Licensee hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital and harmless Licensor, its respective directors, licensorsmembers, officers, agentsdirectors, servants employees, agents and employees harmless representatives from and against all any liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within any acts occurring on or about the facilities Premises, unless such liability arises out of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyLicensor without Licensee having contributed thereto. Licensee assumes all risk of loss with or about the Licensees Unit which is number 4006, Berkshire Capital may4007,4008,4009,4010.4011 and 4012. Licensee expressly assumes that its use of the phone and high speed internet circuits provided by or through Licensor is at Licensees sole risk and is subject to all applicable local, at state, national and international laws and regulations. Licensee acknowledges that the reliability and performance of phone and internet service or other related services provided by or through Licensor are beyond Licensors control and are not in any way warranted by Licensor. Licensee agrees that the internet is not a secure network and that third parties may be able to intercept, access, use or corrupt the information Licensee transmits over the internet. Licensee shall adopt whatever security measures (such as encryption) it believes are appropriate to its optioncircumstances. Licensor is not responsible for invalid destinations, terminate transmissions errors, and corruption or security breaches of Licensee’s data. Licensee agrees that Licensor does not warrant that internet service will be uninterrupted or error free. Licensee agrees that Licensor has no control over third party networks or web sites that Licensee may access and that delays and disruptions of other network transmissions are completely beyond the Agreement upon written notice control of Licensor. Licensor cannot and does not guarantee that the internet and/or computer related services which it provides will meet Licensees needs. Licensee agrees to Highburydefend, effective upon such casualtyindemnify and hold harmless Licensor from and against all liabilities, cost and expenses, including reasonable attorneys fees, related to or may elect arising from Licensees use of the phone, internet and related services provided by or through Licensor. Licensee acknowledges that it is the Licensees responsibility to repair, restore, or rehabilitate, or cause maintain insurance to cover the risks set forth in this paragraph and name Madison Avenue Suites LLC as additional insured. Minimum general liability insurance to be repairedmaintained is $1,000,000 per occurrence and $2,000,000 million aggregate. In the event Licensee makes a written request for a telephone listing, restored Licensor shall not be responsible for any errors or rehabilitated, omissions in the Buildings, without expense to Highbury, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s control. The Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is unusabletelephone directory unless resulting from Licensors gross negligence.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of CEO or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting each Office used by Client, One Hundred Seventy Five Dollars ($175.00) per office. CEO will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as CEO reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to CEO by Client upon demand. Berkshire Capital CEO shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital CEO will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital CEO and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s CEO's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsCEO Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and its respective such other party's officers, directors, licensorsemployees, officersshareholders, agentspartners, servants agents and employees harmless representatives from and against all any liability to third parties arising out of, in the case of Highbury’s Client as an indemnifying party, Client's use and occupancy of the Buildings Office or actions any negligent act or omissions omission of Highbury and its agentsClient or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, and inviteescustomers or invitees and, in the case of CEO as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of CEO or CEO's officers, directors, employees, shareholders, partners, agents or representatives. Highbury further agrees that Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of HighburyClient, its agents, employees, contractors, and invitees, within or about the facilities of CEO Business Center or the Buildings shall be at Building. Client acknowledges that it is the sole risk of HighburyClient's responsibility to maintain insurance to cover the risks set forth in this paragraph. The parties CEO and Client each hereby waive any and all rights of recovery against each the other, or against the directors, licensors, officers, employeesagents, agents or representatives servants and employees of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings CEO Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital CEO may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsCEO Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s CEO's control. The Monthly Fixed Base Services Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of CEO or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as a good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting each Office used by Client, One Hundred Seventy Five Dollars ($175.00) per office. CEO will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as CEO resonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to CEO by Client upon demand. Berkshire Capital CEO shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital CEO will use reasonable efforts not to disrupt HighburyClient’s business. Berkshire Capital CEO and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire CapitalCEO’s gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsCEO Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and its respective such other party’s officers, directors, licensorsemployees, officersshareholders, agentspartners, servants agents and employees harmless representatives from and against all any liability to third parties arising out of, in the case of HighburyClient as an indemnifying party, Client’s use and occupancy of the Buildings Office or actions any negligent act or omissions omission of Highbury and its agentsClient or Client’s officers, directors, employees, shareholders, partners, agents, representatives, contractors, and inviteescustomers or invitees and, in the case of CEO as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of CEO or CEO’s officers, directors, employees, shareholders, partners, agents or representatives. Highbury further agrees that Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of HighburyClients, its agents, employees, contractors, and invitees, within or about the facilities of CEO Business Center or the Buildings shall be at Building. Client acknowledges that it is the sole risk of HighburyClient’s responsibility to maintain insurance to cover the risks set forth in this paragraph. The parties CEO and Client each hereby waive any and all rights of recovery against each the other, or against the directors, licensors, officers, employeesagents, agents or representatives servants and employees of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings CEO Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital CEO may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsCEO Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire CapitalCEO’s control. The Monthly Fixed Base Services Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.

DAMAGES AND INSURANCE. Highbury HF2 will not damage or deface the furnishings, walls, floors or ceiling. Highbury HF2 will not cause damage to any part of the Buildings or disturb the quiet enjoyment of any other licensee or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings or the common area facilities. At the termination of this Agreement, Highbury HF2 will return the Buildings in as good of condition as when Highbury HF2 took possession, though normal wear and tear shall be expected. Berkshire Capital shall have the right to show the Buildings to prospective clients, provided Berkshire Capital will use reasonable efforts not to disrupt HighburyHF2’s business. Berkshire Capital and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s gross negligence or willful misconduct, be liable for, and Highbury HF2 waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyHF2, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the Buildings. Without limitation of any other provision hereof, Highbury HF2 agrees to indemnify, defend, protect and hold Berkshire Capital and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of HighburyHF2’s use and occupancy of the Buildings or actions or omissions of Highbury HF2 and its agents, employees, contractors, and invitees. Highbury HF2 further agrees that all personal property of HighburyHF2, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of HighburyHF2. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyXX0, Berkshire Xxxxxxxxx Capital may, at its option, terminate the Agreement upon written notice to HighburyHF2, effective upon such casualty, or may elect to repair, restore, or rehabilitate, or cause to be repaired, restored or rehabilitated, the Buildings, without expense to HighburyHF2, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s control. The Monthly Fixed Fee for Office Administrative Services shall be abated on a pro rata basis for the period of time the Buildings is unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceilingceiling in the Facilities. Highbury Client will not cause damage to any part of the Buildings Facilities or disturb the quiet enjoyment of any other licensee or occupant of the Buildings Facilities nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Offices or the common area facilitiesof the Facilities. At the Upon termination of this Agreement, Highbury Client will return the Buildings Offices in as good of condition as when Highbury Client took possession, though normal wear and tear shall be expected. Berkshire Capital Provider shall have the right to show the Buildings Offices to prospective clients, provided Berkshire Capital that Provider will use reasonable efforts not to disrupt HighburyClient’s business. Berkshire Capital Provider and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire CapitalProvider’s gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for for, any damage or claim with respect to any injury to person or damage to, or loss or destruction of of, any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsFacilities. Without limitation of any other provision hereof, Highbury Client agrees to indemnify, defend, protect and hold Berkshire Capital Provider and its respective directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of HighburyClient’s use and occupancy of the Buildings Offices or actions or omissions of Highbury Client and its agents, employees, contractors, and invitees. Highbury Client further agrees that all personal property of HighburyClient, its agents, employees, contractors, contractors and invitees, within or about the facilities of the Buildings Facilities shall be at the sole risk of HighburyClient. The parties Provider and Client each hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings is Facilities are made unusable, in whole or in part by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital Provider may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsFacilities, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire CapitalProvider’s control. The Monthly Fixed Fee for Base Services and the Monthly Fixed Fee for Office Services shall be abated on a pro rata basis for the period of time the Buildings is Offices are unusable.

DAMAGES AND INSURANCE. Highbury Client will not damage or deface the furnishings, walls, floors or ceiling. Highbury will not cause damage to any part ceilings, nor make holes for the hanging of the Buildings pictures or disturb the quiet enjoyment of any other licensee make or occupant of the Buildings nor suffer to be made any waste, obstruction or unlawful, improper or offensive use of the Buildings Office or the common area facilities. Client will not cause damage to any part of the Building or the property of HQ or disturb the quiet enjoyment of any other licensee or occupant of the Building. At the termination of this Agreement, Highbury will return the Buildings Office shall be in as good of condition as when Highbury took possessionClient commenced the use thereof, though normal wear and tear excepted. Client agrees to pay for repainting each Office used less than twelve (12) months by Client, at a cost not to exceed One Hundred Fifty Dollars ($150.00) per Office. Client agrees to pay a $75.00 disconnect charge per telephone unit and data line upon termination of this agreement. HQ will have the right, at any time and from time to time, to enter the Office to inspect the same, to make such repairs and alterations as HQ reasonably deems necessary, and the cost of any such repair resulting from the act or omission of Client shall be expectedreimbursed to HQ by Client upon demand. Berkshire Capital HQ shall have the right to show the Buildings Office to prospective clientsClients, provided Berkshire Capital HQ will use reasonable efforts not to disrupt Highbury’s Client's business. Berkshire Capital HQ and its respective directors, licensors, officers, agents, servants and employees shall not, to the extent permitted by law, except upon the affirmative showing of Berkshire Capital’s HQ's gross negligence or willful misconduct, be liable for, and Highbury Client waives all right of recovery against such entities and individuals for any damage or claim with respect to any injury to person or damage to, or loss or destruction of any property of HighburyClient, its employees, authorized persons and invitees due to any act, omission or occurrence in or about the BuildingsHQ Business Center or the Building. Without limitation of any other provision hereof, Highbury each party hereto hereby agrees to indemnify, defend, protect defend and hold Berkshire Capital harmless the other party hereto, and such other party's officers, directors, employees, shareholders, partners, agents and representatives from and against any liability to third parties arising out of, in the case of Client as an indemnifying party, Client's use and occupancy of the Office or any negligent act or omission of Client or Client's officers, directors, employees, shareholders, partners, agents, representatives, contractors, customers or invitees and, in the case of HQ as an indemnifying party, any act or omission constituting gross negligence or willful misconduct of HQ or HQ's officers, directors, employees, shareholders, partners, agents or representatives. Subject to the foregoing, Client assumes all risk of loss with respect to all personal property of Client, its respective agents employees, contractors, and invitees, within or about the HQ Business Center or the Building. Client acknowledges that it is the Client's responsibility to maintain insurance to cover the risks set forth in this paragraph. HQ and Client each hereby waive any and all rights of recovery against the other, or against the directors, licensors, officers, agents, servants and employees harmless from and against all liability to third parties arising out of Highbury’s use and occupancy of the Buildings or actions or omissions of Highbury and its agents, employees, contractors, and invitees. Highbury further agrees that all personal property of Highbury, its agents, employees, contractors, and invitees, within or about the facilities of the Buildings shall be at the sole risk of Highbury. The parties hereby waive any and all rights of recovery against each other, or against the officers, employees, agents or representatives of the other, for loss of or damage to its property or the property of others under its control, to the extent such loss or damage is covered by any insurance policy. If the Buildings HQ Business Center is made unusable, in whole or in part part, by fire or other casualty not due to the negligence of HighburyClient, Berkshire Capital HQ may, at its option, terminate the Agreement upon written notice to HighburyClient, effective upon such casualty, or may elect to repair, restore, restore or rehabilitate, or cause to be repaired, restored or rehabilitated, the BuildingsHQ Business Center, without expense to HighburyClient, within ninety (90) days or within such longer period of time as may be required because of events beyond Berkshire Capital’s HQ's control. The Monthly Fixed Base Services Fee for Office Services shall be abated on a pro rata per diem basis for the period portions of time the Buildings is Office that are unusable.