Common use of Incorporation of Obligations Set Forth in Master Lease Clause in Contracts

Incorporation of Obligations Set Forth in Master Lease. In addition to the obligations of Subtenant under the terms of this Sublease as set forth in the other paragraphs of this Sublease (and except as otherwise expressly provided to the contrary in this Sublease), Subtenant shall also have and perform for the benefit of Sublandlord all obligations of the “Tenant” as are set forth in the Master Lease, which are hereby incorporated into this Sublease as though set forth herein in full, substituting “Subtenant” wherever the term “Tenant” appears, “Sublandlord” wherever the term “Landlord” appears, “Subleased Premises” wherever the term “Premises” appears” appears, and “Base Sublease Rent” wherever the term “Minimal Rental” appears; provided, however, that Subtenant’s obligations under the Master Lease shall be limited to the extent of the Subleased Premises and for the duration of the Sublease Term. Notwithstanding the foregoing, Sublandlord shall, at Subtenant’s request, use commercially reasonable efforts to cause Master Landlord to perform Master Landlord’s obligations under the Master Lease, but Sublandlord shall not be obligated to perform for the benefit of Subtenant any of the obligations of Master Landlord under the Master Lease; the amount of rent payable to Sublandlord by Subtenant under this Sublease shall be as provided in paragraphs 3.1 and 3.2 above; and the following provisions of the Master Lease shall not apply to this Sublease: Section 1.1(a) (Lease of Premises), Section 2 (Term), Section 3.1 (Minimum Rental), Section 4 (parking), Section 5 (Construction), Section 6.2(b) (Tax Protests), Section 6.2(c) (Tax Refunds), Section 7.4(b) (Audit Right), Section 7.6 (Reserve Account), Section 9 (Alterations) [but shall include Section 9.4 (No Liens)], Section 10.2 (Landlord’s Obligation for Maintenance), Section 12.1 (Landlord’s Insurance), Section 12.10(b) (Landlord’s Indemnification Obligations), Section 12.11 (Limitation on Landlord Liability), Section 13 (Sublease and Assignment), Section 17 (Subordination, Attornment and Sale) [but shall include Section 17.3 (Estoppel Certificates)], Section 18 (Security), Section 19.14 (Brokers), Section 19.8 (Entire Agreement), Section 19.15 (Memorandum of Lease) and Exhibit C (Work Letter). In addition, whenever any period for notice from “Tenant” to “Landlord” is specified under the Master Lease, or any period within which “Tenant” is required to do anything under the Master Lease, the period applicable to Subtenant’s obligation to give such notice to Sublandlord or to perform under this Sublease shall be three days shorter than the corresponding period applicable to “Tenant” under the Master Lease (so that Sublandlord shall always have at least three days within which to give its own notice or performance to Master Landlord); further, wherever any period for notice from “Landlord” to “Tenant” is specified under the Master Lease, Sublandlord shall similarly have an additional period of at least three days within which to give notice to Subtenant under this Sublease. If any provisions of this Sublease conflict with any portion of the Master Lease as incorporated herein, the terms of this Sublease will govern.

Incorporation of Obligations Set Forth in Master Lease. In addition to the obligations of Subtenant under the terms of this Sublease as set forth in the other paragraphs sections of this Sublease (and except as otherwise expressly provided to the contrary in this Sublease), Subtenant shall also have and perform for the benefit of Sublandlord all obligations of the “TenantLessee” as are set forth in the Master Lease, which are hereby incorporated into this Sublease as though set forth herein in full, substituting “Subtenant” wherever the term “TenantLessee” appears, “Sublandlord” wherever the term “LandlordLessor” appears, and “Subleased Premises” wherever the term “Premises” appears” appears, and “Base Sublease Rent” wherever the term “Minimal Rental” appears; provided, however, that Subtenant’s obligations under the Master Lease shall be limited to the extent of the Subleased Premises and for the duration of the Sublease Term. Notwithstanding In addition, whenever any period for notice from “Lessee” to “Lessor” is specified under the foregoingMaster Lease, or any period within which “Lessee” is required to do anything under the Master Lease, the period applicable to Subtenant’s obligation to give such notice to Sublandlord or to perform under this Sublease shall be three (3) days shorter than the corresponding period applicable to “Lessee” under the Master Lease (so that Sublandlord shall always have at least three days within which to give its own notice or performance to Master Landlord). Any non-liability, release, waiver, indemnity or hold harmless provision in the Master Lease for the benefit of Master Landlord is incorporated herein by reference and shall be deemed to inure to the benefit of Sublandlord in addition to Master Landlord, and any other person intended to be benefited by said provision. Any right of Master Landlord under the Master Lease of access or inspection and any right of Master Landlord under the Master Lease in respect of rules and regulations, which is incorporated herein by reference, shall be deemed to inure to the benefit of Sublandlord, Master Landlord, and any other person intended to be benefited by said provision. Sublandlord shall, at Subtenant’s request, use commercially reasonable efforts to cause Master Landlord to perform Master Landlord’s obligations under the Master Lease, but Sublandlord shall not be obligated to perform for the benefit of Subtenant any of the obligations of Master Landlord under the Master Lease; . Notwithstanding anything to the amount of rent payable to Sublandlord by Subtenant under this Sublease shall be as provided in paragraphs 3.1 and 3.2 above; and contrary contained herein, the following provisions of the Master Lease shall are not apply applicable to this SubleaseSublease as between Sublandlord and Subtenant, and are not incorporated herein by reference: Section 1.1(a) (Lease of Premises)Lease: Article 2, Section 2 (Term)Sections 3.01, Section 3.1 (Minimum Rental)20.09, Section 4 (parking)20.10, Section 5 (Construction)20.13 and Article 21. First Amendment to Lease: Xxxxxxxx X.0, Section 6.2(b) (Tax Protests)X.0, Section 6.2(c) (Tax Refunds)X.0, Section 7.4(b) (Audit Right)X.0, Section 7.6 (Reserve Account)X.0, Section 9 (Alterations) [but shall include Section 9.4 (No Liens)]X.0, Section 10.2 (Landlord’s Obligation for Maintenance)X.00, Section 12.1 (Landlord’s Insurance)X.00, Section 12.10(b) (Landlord’s Indemnification Obligations), Section 12.11 (Limitation on Landlord Liability), Section 13 (Sublease B.12 and Assignment), Section 17 (Subordination, Attornment and Sale) [but shall include Section 17.3 (Estoppel Certificates)], Section 18 (Security), Section 19.14 (Brokers), Section 19.8 (Entire Agreement), Section 19.15 (Memorandum of Lease) and Exhibit C (Work Letter). In addition, whenever any period for notice from “Tenant” to “Landlord” is specified under the Master Lease, or any period within which “Tenant” is required to do anything under the Master Lease, the period applicable to Subtenant’s obligation to give such notice to Sublandlord or to perform under this Sublease shall be three days shorter than the corresponding period applicable to “Tenant” under the Master Lease (so that Sublandlord shall always have at least three days within which to give its own notice or performance to Master Landlord); further, wherever any period for notice from “Landlord” to “Tenant” is specified under the Master Lease, Sublandlord shall similarly have an additional period of at least three days within which to give notice to Subtenant under this Sublease. If any provisions of this Sublease conflict with any portion of the Master Lease as incorporated herein, the terms of this Sublease will govern.C.

Incorporation of Obligations Set Forth in Master Lease. In addition to the obligations of Subtenant under the terms of this Sublease as set forth in the other paragraphs sections of this Sublease (and except as otherwise expressly provided to the contrary in this Sublease), Subtenant shall also have and perform for the benefit of Sublandlord all obligations of the “Tenant” as are set forth in the Master Lease, which are hereby incorporated into this Sublease as though set forth herein in full, substituting “Subtenant” wherever the term “Tenant” appears, “Sublandlord” wherever the term “Landlord” appears, “Subleased Premises” wherever the term “Premises” appears, “Sublease Term” wherever the term “Term” appears, and “Base Sublease RentCommencement Date” wherever the term “Minimal RentalCommencement Date” appears; provided. Without limiting the generality of the foregoing, Subtenant shall expressly be responsible for Tenant’s maintenance and repair obligations set forth in Section 11(b) of the Master Lease with respect to the Subleased Premises. Notwithstanding the foregoing, however, that : (a) Subtenant’s obligations under the Master Lease shall be limited to the extent of the Subleased Premises and for the duration of the Sublease Term. Notwithstanding Subtenant is not assuming any restoration obligations of Sublandlord existing at the foregoing, date of this Sublease or arising in connection with any Alterations by Sublandlord to portions of the Premises other than the Subleased Premises (but Subtenant shall be responsible for any restoration obligations arising in connection with any Alterations by Subtenant). (b) Sublandlord shall, at Subtenant’s request, use commercially reasonable efforts to cause Master Landlord to perform Master Landlord’s obligations under the Master Lease, but including, without limitation, Master Landlord’s obligations to keep and maintain, in good condition, order and repair the structural portions of the Building and Building systems pursuant to Section 11(a) of the Master Lease. Notwithstanding the foregoing, Sublandlord shall not be obligated have no obligation to perform for the benefit of Subtenant any of the obligations duties of Master Landlord under the Master Lease; , including without limitation, the amount obligations (i) to provide utilities and janitorial or other services to the Subleased Premises, (ii) to carry the insurance required under the Master Lease, (iii) to perform Master Landlord’s maintenance and repair duties, and (iv) to perform any obligations with respect to the repair or restoration of rent payable the Subleased Premises following any damage or destruction or condemnation of the Subleased Premises. The foregoing sentence shall not limit Sublandlord’s obligation to Sublandlord by Subtenant under perform its own duties as expressly provided in this Sublease (as opposed to any incorporation by reference of duties imposed under the Master Lease). Under no circumstances shall be as provided in paragraphs 3.1 and 3.2 above; and Sublandlord incur any liability for any failure of Master Landlord to perform any of its duties under the Master Lease. (c) The following provisions of the Master Lease shall not apply to this Sublease: (i) Section 1.1(a2 [Premises], (ii) Section 3 [Term], (Lease iii) Section 4 [Possession], (iv) Section 5 [Rental], (v) Section 7 [Security Deposit], (vi) Section 8(c)(iii) [Right to use Roof], (vii) Section 12(a) [Existing Signage], (viii) Section 23(e) [Initial Alterations], (ix) Section 24(b) [Indemnification by Landlord], (x) Section 25 [Brokers], (xi) Section 27 [Holding Over], (xii) Section 34 [Notices], (xiii) Section 39 [Parking], (xiv) Section 44 [Expansion Rights], (xv) Section 45 [Equipment Rights], and (xvi) Exhibit C [Renewal Options]. The provisions of PremisesSection 14 [No Access to Data Center] shall not apply to restrict Sublandlord’s access to the Data Center. In the event that Tenant receives an Availability Notice (as defined in Section 44 of the Master Lease), Sublandlord shall promptly forward a copy of the Availability Notice to Subtenant, to give Subtenant an opportunity to negotiate with Master Landlord for a direct lease of the Expansion Space (as defined in Section 2 44 of the Master Lease). (Termd) The following provisions of the Master Lease shall apply to this Sublease as modified pursuant to the following: (i) Basic Lease Information (all sections and definitions shall be deleted except for the definition of “Landlord”, which shall be retained with the term “Master Landlord” substituted for “Landlord”); (ii) Section 1 [Definitions] (the first two (2) sentences thereof shall be deleted as well as the word “Additionally” appearing at the beginning of the third sentence thereof), (iii) Section 3.1 6 [Late Charges] (Minimum Rentalthis section shall be retained except that the reference to the “tenth (10th) day of the month” in the third (3rd) sentence thereof shall be changed to the “seventh (7th) day of the month”, (iv) Section 8(a)(ii) [Data Center Costs] (the third (3rd) and fourth (4th) sentences thereof shall not apply to this Sublease); (v) Section 9(b) [Subtenant’s Deductible Amount] (the amount of “One Hundred Thousand Dollars ($100,000)” shall be substituted with the amount of “Five Thousand Dollars ($5,000.00)”); (vi) Section 10 [Payment of Increased Operating Expenses, Insurance Expenses and Property Taxes] (as modified pursuant to Section 10.3 below); (vii) Section 12(b) [New Signage Program] (the term “Master Landlord” shall be substituted wherever the term “Landlord” appears, (viii) Section 16 [Surrender] (the reference to “Section 23(b)” appearing therein shall be substituted with a reference to “Section 23(c)”), (ix) Section 4 17 [Compliance with Law] (parkingas modified pursuant to subsection 10.2(e) below), (x) Section 5 21 (Constructiona)(i) [Notice Period for (a) [Alterations] (this section shall be retained except (A) subclause (iii) thereof shall be deleted in its entirety and replaced with “will cost in excess of Five Thousand Dollars ($5,000.00)”, and (B) Subtenant shall owe the same duties to Master Landlord as to Sublandlord, and Master Landlord shall have the same rights as Sublandlord, thereunder), (xii) Section 6.2(b) (Tax Protests), Section 6.2(c) (Tax Refunds), Section 7.4(b) (Audit Right), Section 7.6 (Reserve Account), Section 9 (Alterations23(c) [but Removal and Restoration] (the following phrase shall include be deleted from the sixth (6th) line thereof: “(i) made pursuant to Section 9.4 23(b)”, and (No Liensxiii) Exhibit B [Rules and Regulations] (all references to “Landlord” shall be substituted with “Master Landlord” except for those appearing in Paragraph 6 thereof, which shall be substituted with “Sublandlord”). If Master Landlord imposes any charges on Sublandlord for any usage of the Building auditorium or the Building conference room by Subtenant as provided in Paragraph 32 of Exhibit B of the Master Lease, Subtenant shall pay or reimburse Sublandlord for such charges within ten (10) days after Sublandlord’s invoice or other written request therefor. With reference to Section 11(c) [Tenant’s Self Help Rights], Section 10.2 Subtenant shall not be entitled to exercise any such self-help rights unless, and except to the extent that, Sublandlord is entitled to exercise such rights against Master Landlord as provided under the Master Lease. (Landlord’s Obligation for Maintenance), Section 12.1 (Landlord’s Insurance), Section 12.10(be) (Landlord’s Indemnification Obligations), Section 12.11 (Limitation on Landlord Liability), Section 13 (Sublease and Assignment), Notwithstanding the last sentence of Section 17 of the Master Lease, as between Sublandlord and Subtenant, Sublandlord shall bear the risk of complying with the Disabilities Acts (Subordination, Attornment and Sale) [but shall include as defined in Section 17.3 (Estoppel Certificates)], Section 18 (Security), Section 19.14 (Brokers), Section 19.8 (Entire Agreement), Section 19.15 (Memorandum 17 of the Master Lease) and Exhibit C Title 24, part 6 of the California Code of Regulations, as amended from time to time, other than compliance that is necessitated by the use of the Subleased Premises for other than the use set forth in Section 5 above or as a result of any Alterations made by Subtenant (Work Letterwhich risk and responsibility shall be borne by Subtenant). (f) Sublease Base Rent and the charges due pursuant to Section 10.3 hereof shall be abated if and for so long as Sublandlord’s rental obligations for the Subleased Premises are abated pursuant to the Master Lease, and shall be abated in the same proportion as Sublandlord’s rent is abated. (g) Sublandlord shall at Sublandlord’s cost install a separate submeter to measure Subtenant’s electrical consumption in the Subleased Data Center and Storage Space. As additional rent under this Sublease, Subtenant shall pay the costs of providing electrical service for the Subleased Data Center and Storage Space, which shall be separately submetered by Sublandlord for such purpose throughout the Sublease Term, and Subtenant shall reimburse Sublandlord for such costs at Master Landlord’s standard rates then in effect as provided in the Master Lease, within thirty (30) days of billing therefor (which billing shall be provided to Subtenant on a monthly basis). Subtenant shall also pay as additional rent under this Sublease in advance on the first day of each Sublease Month a monthly charge to defray a portion of Sublandlord’s costs for ongoing maintenance of the Data Center infrastructure (which may include costs for maintenance of chillers, APC/UPS, DC Automomation, water treatment, fire suppression inspections, and County inspections), in the amount of $1,940.50 per month (which is based on 30% of Sublandlord’s current annualized maintenance cost of $77,620), plus a monthly charge to defray a portion of Sublandlord’s costs for air conditioning utility charges, in the amount of $1,300.00 per month (which is based on 30% of Sublandlord’s actual average air conditioning utility charges over the past two years, rounded down). Subtenant hereby waives any and all claims against Sublandlord arising out of any failure of the UPS and HVAC equipment serving the Subleased Data Center and Storage Space and/or any temporary shutdown to the extent reasonably necessary for maintenance and repair of such equipment. (h) In addition, whenever any period for notice from “Tenant” to “Landlord” is specified under the Master Lease, or any period within which “Tenant” is required to do anything under the Master Lease, the period applicable to Subtenant’s obligation to give such notice to Sublandlord or to perform under this Sublease Sublease, except as otherwise provided herein, shall be three (3) days shorter than the corresponding period applicable to “Tenant” under the Master Lease (so that Sublandlord shall always have at least three (3) days within which to give its own notice or performance to Master Landlord); further, wherever any period for notice from “Landlord” to “Tenant” is specified under the Master Lease, Sublandlord shall similarly have an additional period of at least three (3) days within which to give notice to Subtenant under this Sublease. If any provisions of this Sublease conflict with any portion of (provided, however, that if the period for notice from “Landlord” to “Tenant” specified under the Master Lease as incorporated hereinis less than five (5) days, then Sublandlord shall provide such notice to Subtenant within one-half of the terms of this Sublease will governperiod specified under the Master Lease).