Common use of Landlord’s Insurance Clause in Contracts

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure and maintain (with provide the cost following types of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in Californiainsurance, in an amount amounts and coverages as may be determined by Landlord in its reasonable discretion provided such amounts, coverages and deductibles are reasonable and comparable to coverages maintained on comparable properties in the area: "all risk" property insurance, subject to standard exclusions covering the Building and the Project, and commercial general liability coverage in amounts of not less than 90% of the replacement cost of the Building Two Million Dollars (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions$2,000,000.00) on an "occurrence" basis. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do soFurther, Landlord may, in its sole discretion and absolute discretion, obtain coverage for such other risks as Landlord or its mortgagees may from time to timetime deem appropriate, including without limitation, coverage for leasehold improvements and/or earthquake and flood (provided, however, that the cost of earthquake and flood insurance shall not be included as an Operating Expense unless Landlord elects or is required to carry such coverage on the entire Project). Landlord shall not be required to carry insurance in amounts greater and/or for coverage additional of any kind on Tenant's property, including leasehold improvements, trade fixtures, furnishings, equipment, plate glass, signs and all other items of personal property, and shall not be obligated to repair or replace that property should damage occur. All proceeds of insurance maintained by Landlord upon the coverage Building and amounts set forth aboveProject shall be the property of Landlord, whether or not Landlord is obligated to or elects to make any repairs. At Landlord's option, Landlord may alsoself-insure all or any portion of the risks for which Landlord elects to provide insurance hereunder, provided, however, that in the event that Landlord transfers its fee interest in the Project including the Premises (other than to an entity affiliated with, controlled, controlling or under common control with Landlord, or in which Landlord retains an interest), such transferee shall demonstrate a financial net worth of at its electionleast Fifty Million Dollars ($50,000,000.00), satisfy and in the requirements absence of such financial net worth, such transferee shall instead maintain insurance coverage as required by this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations10.2 from third-party insurance carrier(s).

Landlord’s Insurance. Landlord shall secure take out and maintain (with in force throughout the cost of same to be included term hereof, in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company or companies authorized to do business in Californiathe Commonwealth of Massachusetts: (a) property insurance on the Building (exclusive of Tenant’s Property, Tenant-Insured Improvements and personal property of, and alterations by, other tenants or occupants) in an amount not less than 90% of equal to the full replacement cost value of the Building (but excluding exclusive of foundations and those items set forth in the cost preceding parenthetical in this sentence), covering fire, vandalism, malicious mischief, extended coverage and so-called “all risk”; (b) rental interruption insurance sufficient to cover at least twelve (12) months of excavationrents from the Property and Landlord’s rental losses during such 12-moonth period, foundationsand (c) commercial general liability insurance against claims of bodily injury(including, underground utilities without limitation, sickness, disease, and footings, death resulting therefrom) and property damage which may be claimed to have occurred from and after the date any of the Tenant Parties shall first enter the Premises arising out of Landlord’s operation of the Property of not less than Two Million Dollars ($2,000,000). Landlord shall also carry umbrella liability coverage in an amount of no less than Ten Million Dollars ($10,000,000). Such liability policy shall also include contractual liability coverage covering Landlord’s liability assumed under this Lease under Section 14.2. The foregoing insurance may be maintained in the form of a blanket policy covering the Property as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsother properties owned by Landlord and Landlord’s affiliates. Such The insurance required pursuant this paragraph shall be obtained at the expense effected with insurers with a rating of Landlord (but with the same to be included not less than “A-/VII” in the Operating Expenses) current Best’s Insurance Reports, and payments for losses thereunder shall be made solely authorized to do business in the Commonwealth of Massachusetts under valid and enforceable policies. Landlord’s insurance policies may include deductibles in an amount no greater than the greater of $20,000 during the Initial Term of this Lease or commercially reasonable amounts thereafter. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements deliver to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to certificates evidencing the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsrequired hereunder upon Xxxxxx’s request.

Landlord’s Insurance. Landlord shall secure shall, at all times throughout the Term, carry: (a) broad form property of every description (POED) insurance on the Building and maintain Comprehensive Boiler and Machinery insurance on the equipment contained therein and owned by the Landlord (specifically excluding any property with respect to which the Tenant and other tenants are obliged to insure pursuant to Section 10.1 or similar sections of their respective leases), such insurance endorsed to cover the gross rental value of the Building, all in such reasonable amounts and with such reasonable deductibles as would be carried by a prudent owner of a reasonably similar building, having regard to size, age and location; (b) commercial general liability (CGL) insurance with respect to the Landlord’s operations in the Building in such reasonable amounts and with such reasonable deductibles as would be carried by a prudent owner of a reasonably similar building, having regard to size, age and location; and (c) such other form or forms of insurance as the Landlord or the mortgagee reasonably considers advisable. The cost of same to such insurance shall be included in Operating Expenses): (a) All-risks property insurance on . Notwithstanding the Project (excluding leasehold improvements) Landlord’s covenant contained in this Section 10.4 and on all Building Standard leasehold improvements. Said insurance shall be issued notwithstanding any contribution by and binding upon a solvent insurance company authorized the Tenant to do business in California, in an amount not less than 90% of the replacement cost of the Building Landlord’s insurance premiums provided herein, the Tenant acknowledges and agrees that (but excluding i) the cost Tenant is not relieved of excavationany liability arising from or contributed to by its acts, foundationsfault, underground utilities negligence or omissions; (ii) no insurable interest is conferred on the Tenant under any policies of insurance carried by the Landlord; and footings, as well as (iii) the Tenant has no right to receive any equipment, fixtures, personal property proceeds of Tenant or any Alterations), subject to reasonable deductions. Such such insurance shall be obtained at policies carried by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure insure the Building (including the Building Structure and maintain Building Systems) and the Project (but excluding, at Landlord’s option, the property required to be insured by Tenant pursuant to Section 9.3.2 below) during the Lease Term against loss or damage due to fire and other casualties covered within the classification of fire and extended coverage, vandalism coverage and malicious mischief, water damage, earthquake damage (to the extent available at commercially reasonable costs), and all other risks normally covered under “special form” policies in the geographical area of the Building. Such coverage shall be in such amounts, from such companies, and on such other TCCs, as Landlord may from time to time reasonably determine, provided that, in any event, such coverage shall: (i) be for full replacement (less commercially reasonable deductibles) of such covered items of the Building and the Project in compliance with Applicable Laws; (ii) be with companies licensed in the State of California; and (iii) at a minimum be comparable to the coverage and amounts of property damage insurance which are carried by reasonably prudent landlords of Comparable Buildings (except Landlord shall have the right, but not the obligation, to obtain terrorism, mold and/or flood insurance, provided that, in the event Landlord carries the same, then the cost of the same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by imputed into the Base Year as if Landlord carried the same during the entire Base Year). Additionally, Landlord shall maintain Commercial General Liability Insurance with companies licensed in the State of California covering the insured against Claims of bodily injury, personal injury and binding upon a solvent insurance company authorized to do business in Californiaproperty damage (including loss of use thereof) arising out of Landlord’s operations, in an amount and contractual liabilities, for limits of liability not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities $5,000,000.00 per occurrence and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included $5,000,000.00 in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlordaggregate). If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained Upon inquiry by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry Landlord shall inform Tenant of all such insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationscarried by Landlord.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same With respect to be included in Operating Expenses):insurance maintained by Landlord: (a) AllLandlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance in so-risks property insurance on called "fire and extended coverage" form insuring Landlord (and such others as Landlord may designate) against loss from physical damage to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of the Building (but excluding the cost rents for a period of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsnot less than six months. Such insurance shall fire and property damage insurance, at Landlord's election but without any requirements on Landlord's behalf to do so, (i) may be obtained at written in so-called "all risk" form, excluding only those perils commonly excluded from such coverage by Landlord's then property damage insurer; (ii) may provide coverage for physical damage to the expense improvements so insured for up to the entire full actual replacement cost thereof; (iii) may be endorsed to cover loss or damage caused by any additional perils against which Landlord may elect to insure, including earthquake and/or flood; and/or (iv) may provide coverage for loss of Landlord (but with the same rents for a period of up to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlordtwelve months. If the annual premiums to be paid by Landlord shall exceed the standard rates because not be required to cause such insurance to cover any of Tenant's operations personal property, inventory, and trade fixtures, or contents any modifications, alterations or improvements made or constructed by Tenant to or within the Leased Premises or because the improvements Premises. Landlord shall use commercially reasonable efforts to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordobtain such insurance at competitive rates. (b) Commercial Landlord shall maintain comprehensive general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toinsuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death, and not in lieu ofdamage to property occurring in, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor on or about, or resulting from the carrying use or occupancy of such insurance shall be deemed to be an indemnity by Landlord the Property, or any portion thereof, with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for combined single limit coverage additional to the coverage and amounts set forth aboveof at least Three Million Dollars ($3,000,000). Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.carry such greater

Landlord’s Insurance. Landlord shall secure and maintain procure at its expense (but with the cost of same expense to be included in Operating Expenses): Costs as provided in Article 9.2) before the earlier of the Commencement Date, the Delivery Date, the Turnover Date or such earlier access date provided for in Article 5.3 and shall thereafter maintain throughout the Lease Term a policy or policies of all risks (a) Allincluding rent loss coverage in amounts reasonable and customary for first-risks class, high-rise office building projects in metropolitan Richmond, Virginia), real and personal property insurance on covering the Project (Project, including the Tenant Improvements and any Tenant Alterations made in compliance with Article 13.2 hereof, but excluding leasehold improvements) trade fixtures, furniture, equipment, supplies, and on all Building Standard leasehold improvements. Said insurance shall be issued other personal property owned, leased, held or possessed by Tenant and binding upon a solvent insurance company authorized to do business contained in Californiathe Building, in an amount equal to the full insurable replacement value thereof as such may increase from time to time (but such insurance may provide for a reasonable deductible), and in an amount sufficient to comply with any co-insurance requirements in such policy, and a policy of workers’ compensation insurance, if any, as required by applicable law. Prior to the Commencement Date, Landlord shall also procure at its expense (but with the expense to be included in Operating Costs as provided in Article 9.2) and shall thereafter maintain throughout the Lease Term, commercial general liability insurance on an “occurrence” basis, insuring Landlord against liability for injury to or death of a person or persons and for damage to property arising out of any construction work being done on the Property by or on behalf of Landlord or arising out of the condition, use or occupancy of the Project or arising out of the activities of Landlord, its agents, employees or contractors in, on or about the Project, on a combined single limits basis for both personal injury and property damage with minimum limits of not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations)$1,000,000 for each occurrence, subject to reasonable deductionsannual aggregate limits of not less than $2,000,000. Such insurance shall be obtained at the expense also extend to any liability of Landlord arising out of its indemnities in this Lease, other than the indemnity provided in Article 12.2. Prior to the earlier to occur of the Commencement Date, the Delivery Date, the Turnover Date or such earlier access date provided for in Article 5.3, Landlord shall also procure at its expense (but with the same expense to be included in the Operating ExpensesCosts as provided in Article 9.2) and payments for losses thereunder shall be made solely to Landlordthereafter maintain throughout the Lease Term, Excess/Umbrella Liability coverage with limits not less than $10,000,000. If Such coverage shall provide excess coverage above the annual premiums commercial general liability and the employer’s liability policies above. Landlord may also carry such other types of insurance in form and amounts that Landlord shall determine to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion appropriate from time to time, carry insurance in amounts greater and/or for coverage . All such policies procured and maintained by Landlord pursuant to this Article 16.2 shall name Tenant as an additional insured or loss payee as its interests may arise and as permitted by law and shall be carried with companies having a rating pursuant to the coverage and amounts set forth abovelatest edition of A.M. Best’s Insurance Guide of A- VII or higher (or an equivalent rating if such publication is discontinued). Landlord may alsoSubject to a request for confidential treatment, at its election, satisfy the requirements certain portions of this Section 6.4 via agreement have been intentionally omitted. The omitted portions subject to the procurement confidential treatment request are designated by three asterisks [***]. A complete version of “blanket policies” of insurance, insuring other parties and/or other locationsthis agreement has been separately filed with the Securities and Exchange Commission.

Landlord’s Insurance. Prior to the date Tenant occupies the Premises for the conduct of its business, Landlord shall secure and maintain procure at its expense (but with the cost of same expense to be included in Operating Expenses): Expenses as provided in Section 2(d) hereof) and shall thereafter maintain throughout the Lease Term a policy or policies of all risk (a) All-risks including rent loss coverage in amounts commercially reasonable and customary for comparable office building projects in the metropolitan Atlanta, Georgia area), real and personal property insurance on covering the Project (excluding leasehold Building, parking garage and related improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount equal to the full insurable replacement value thereof as such may increase from time to time (but such insurance may provide for a commercially reasonable deductible), and in an amount sufficient to comply with any co insurance requirements in such policy with a commercially reasonable deductible, and a policy of workers’ compensation insurance, if any, as required by applicable law and such other policies of insurance and in amounts considered reasonable and customary for comparable office buildings in the metropolitan Atlanta area. Prior to the date on which Tenant occupies the Premises for the conduct of its business, Landlord shall also procure at its expense (but with the expense to be included in Operating Expenses as provided in Section 2(d) hereof) and shall thereafter maintain throughout the Lease Term, commercial general liability insurance on an “occurrence” basis, insuring Landlord (and naming Tenant as an additional insured as Tenant’s interest may appear) against liability for injury to or death of a person or persons and for damage to property arising out of any construction work being done on the Building by or on behalf of Landlord or arising out of the condition, use or occupancy of the Building or arising out of the activities of Landlord, its members, partners, agents, employees or contractors in, on or about the Building and Property, on a combined single limits basis for both personal injury and property damage and in an amount determined by Landlord from time to time in its sole discretion, with minimum limits of not less than 90% of the replacement cost of the Building Five Million Dollars (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations$5,000,000)[(including umbrella coverage)] for each occurrence, subject to reasonable deductionsannual aggregate limits of not less than Ten Million Dollars ($10,000,000)[(including umbrella coverage)]. Such insurance shall be obtained at the expense also extend to any liability of Landlord arising out of its indemnities in this Lease, other than the Hazardous Materials indemnity provided in Section 5 hereof. Landlord may also carry such other types of insurance in form and amounts which Landlord shall determine to be appropriate and customary for similar facilities in Atlanta, Georgia, from time to time. All such policies procured and maintained by Landlord pursuant to this Section 10(b) shall be carried with companies having a rating pursuant to the latest edition of A.M. Best’s Insurance Guide of A-/VIII or higher (but or an equivalent rating if such publication is discontinued), and Tenant shall be provided with a certificate evidencing same. Landlord shall have the right to periodically review the foregoing policies, coverages and amounts and revise and update the same to be included reflect the policies, coverages and amounts then being carried by landlords for other comparable office buildings in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations metropolitan Atlanta area so long as such new or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standardrevised policies, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition tocoverages, and not in lieu of, amounts are at least as comprehensive as those described above. Any insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity carried by Landlord with respect to any claim, liability, loss, cost hereunder may be carried under blanket policies covering other properties of Landlord and/or its members or expense due, in whole partners and/or their respective related or in part, to Tenant's negligent acts affiliated corporations [or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry entities] so long as such blanket policies provide insurance in amounts greater and/or at all times for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of Galleria Project as required by this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLease.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) AllThe Landlord shall effect and maintain during the Term: (i) “all-risks risks” property insurance on the Project (excluding leasehold improvements) Building and on all property owned by the Landlord relative to the Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in for an amount not less than 90% replacement cost thereof from time to time (including foundations), against loss or damage by perils or hereafter from time to time embraced by or defined in a standard all-risk insurance policy including but not limited to fire, explosion, impact by air craft or vehicles, lightning, riot, vandalism, malicious acts, smoke, leakage from defective equipment, wind storm, hail, collapse, flood or earthquake; (ii) “all-risk” rent and rental value insurance insuring loss of insurable gross profits attributable to the perils insured against by the Landlord pursuant to Section 7.5(a)(i), including loss of the replacement cost Rent payable under this Lease, for an indemnity period of not less than 12 months; (iii) commercial general liability insurance on an occurrence basis covering all authorized employees, subcontractors and agents while working on behalf of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsLandlord. Such insurance policy shall be obtained at the expense contain a limit of Landlord (but with the same to be included not less than $5,000,000.00 per occurrence and in the Operating Expensesaggregate; and (iv) any other form or forms of insurance as the Landlord may reasonably require from time to time for insurance risks and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because in amounts against which a prudent landlord of Tenant's operations or contents within the Leased Premises or because the improvements buildings similar to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordin Calgary would protect itself. (b) Commercial general liability All such insurance in policies may contain such deductibles as would be carried by a commercially reasonable policy amount. Such insurance shall be in addition toprudent owner of a similar building having regard to size, age and location (the “Landlord Deductibles”). (c) The Tenant is responsible for the cost of the Landlord’s insurance, including the cost of the Landlord Deductibles, and not in lieu ofthe Tenant shall pay such costs within 30 days following receipt of an invoice, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry for such costs. However, the Tenant is not required to pay for any deductible payable in connection with an insurance claim where the occurrence giving rise to such claim is an occurrence for which the Landlord is required to indemnify the Tenant pursuant to section 7.3. (d) Despite the Landlord’s covenants in amounts greater and/or for coverage additional Section 7.5(a) and the Tenant’s payment of the costs of the Landlord’s insurance: (i) no insurable interest is conferred upon the Tenant under any policies of insurance carried by the Landlord; and (ii) the Tenant is not entitled to share in or receive the benefit of any portion of any insurance proceeds received by the Landlord. The Landlord is not accountable to the coverage Tenant regarding the use of any insurance proceeds arising from any claim. Except for the release given by the Landlord to the Tenant pursuant to Section 6.2(g), if the Tenant wishes to receive indemnity by way of insurance for any property, work or thing whatever, the Tenant shall insure same for its own account and amounts set forth above. may not look to the Landlord may alsofor reimbursement or recovery in the event of loss or damage from any cause, at its election, satisfy whether or not the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLandlord has insured same and recovered therefor.

Landlord’s Insurance. During the Term, Landlord shall secure will provide and maintain (with keep in force the cost of same to be included in Operating Expenses):following insurance: (a) All-risks property commercial general liability insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized relating to do business in California, in an amount not less than 90% Landlord's operation of the replacement cost of Building, for personal and bodily injury and death, and damage to others' property; and (b) all risk or fire insurance (including standard extended coverage endorsement perils, leakage from fire protective devices and other water damage) relating to the Land and Building (but excluding the cost of excavationTenant's fixtures, foundationsfurnishings, underground utilities and footings, as well as any equipment, fixturespersonal property, personal property documents, files, inventory, stock-in-trade and work products and all leasehold improvements in the Premises); and (c) loss of rental income insurance or loss of insurable gross profits commonly insured against by prudent landlords; and (d) boiler and machinery insurance; and (e) such other insurance as Landlord reasonably elects to obtain or any Building mortgagee requires. (f) workers' compensation insurance with limits as statutorily defined in the State of Illinois. Insurance effected by Landlord under this Section 11.1 will be in amounts which Landlord from time to time reasonably determines sufficient or any Building mortgagee requires; in the case of insurance under Section 11.1(b) will be for replacement value and for the insurance in Section 11.1(a) will not be less than the Liability Insurance Amount, will be subject to such deductibles and exclusions as Landlord reasonably determines; will, in the case of insurance under Sections 11.1 (b), (c) and (d), permit the release of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall from certain liability under Section 13.1 (as long as such permission can be obtained at without material additional cost and without rendering void the expense protection afforded by the policy); and will otherwise be on such terms and conditions as Landlord from time to time reasonably determines sufficient. Tenant acknowledges that Landlord's loss of Landlord (but with rental income insurance policy provides that payments by the same insurer may be limited to a period of one year following the date of any damage or destruction and that no insurance proceeds will be payable in the case of damage or destruction caused by an occurrence not included in the Operating Expensespolicies described in Sections 11.1(b), (c) and payments for losses thereunder shall be made solely to Landlord(d). If the annual premiums to be paid by Landlord shall exceed provide Tenant with a copy of certificates evidencing the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements above insurance prior to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums Commencement Date and upon written request by LandlordTenant but no more than once each Lease Year. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure maintain in full force and maintain (effect during the Term of this Lease, subject to reimbursement as provided in Section 6, policies of insurance which afford such coverages as are commercially reasonable and as is consistent with other properties in Landlord’s portfolio. Notwithstanding the cost foregoing, Landlord shall obtain and keep in force during the Term of same to be included in this Lease, as an item of Operating Expenses): (a) All-risks property insurance , a policy or policies in the name of Landlord, with loss payable to Landlord and to the holders of any mortgages, deeds of trust or ground leases on the Project Premises (excluding leasehold “Lender(s)”), insuring loss or damage to the Building, including all improvements, fixtures (other than trade fixtures) and on permanent additions. However, all Building Standard leasehold improvements. Said insurance Alterations, additions and improvements made to the Premises by Tenant (including the Tenant Improvements) shall be issued insured by and binding upon a solvent Tenant rather than by Landlord. The amount of such insurance company authorized procured by Landlord shall be equal to do business in California, in an amount not less than 90% at least eighty percent (80%) of the full replacement cost of the Building (but excluding the cost of excavationBuilding, foundations, underground utilities including all improvements and footings, permanent additions as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion exist from time to time, carry or the amount required by Lenders. At Landlord’s option, such policy or policies shall insure against all risks of direct physical loss or damage (including, without limitation, the perils of flood and earthquake), including coverage for any additional costs resulting from debris removal and reasonable amounts of coverage for the enforcement of any ordinance or law regulating the reconstruction or replacement of any undamaged sections of the Building required to be demolished or removed by reason of the enforcement of any building, zoning, safety or land use laws as the result of a covered cause of loss. If any such insurance coverage procured by Landlord has a deductible clause, the deductible shall not exceed commercially reasonable amounts, and in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may alsoevent of any casualty, at its election, satisfy the requirements amount of this Section 6.4 via the procurement such deductible shall be an item of “blanket policies” of insurance, insuring other parties and/or other locationsOperating Expenses as so limited.

Landlord’s Insurance. Landlord shall secure procure and maintain (with the cost policies of same to be included in Operating Expenses):insurance insuring: (a) All-risks Commercial general liability (including products and completed operations) or other policy forms which would provide similar coverages on behalf of Landlord and Landlord’s Protected Parties for those claims of bodily injury or property insurance on damage arising from the Project Real Estate (excluding leasehold improvementsincluding all Common Areas and the parking lots therein) and on all Building Standard leasehold improvementsthe operations of the Landlord and Landlord’s Protected Parties. Said liability insurance policy shall be issued written on an “occurrence” basis with a combined single limit of One Million Dollars ($1,000,000.00) per occurrence and not less than Two Million Dollars ($2,000,000.00) policy aggregate limit, and One Million Dollars ($1,000,000.00) limit for products and completed operations. (b) Umbrella liability insurance providing a minimum of Fifty Million Dollars ($50,000,000.00) limit naming the commercial general liability policy (Section 6.3(a)(i)) as an underlying policy. (c) The building containing the Leased Premises, and any improvements therein, including Landlord’s Work, against loss or damage by fire, lightning, wind storm, hail storm, aircraft, vehicles, smoke, explosion, riot or civil commotion as provided by the Standard Fire and binding upon a solvent Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Form (“all risk” coverage). The insurance company authorized to do business in California, in an amount coverage shall be for not less than 90% of the full replacement cost of the Building (but excluding Leased Premises for an agreed amount basis with the cost insurance carrier, with sufficient limits to replace the Leased Premises of excavation, foundations, underground utilities similar utility purpose. Landlord shall be named as the insured and footings, as well as any equipment, fixtures, personal property all proceeds of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely payable to Landlord. If Said insurance shall contain an endorsement waiving the annual premiums to be paid by insurer’s right of subrogation against any Tenant Protected Party. (d) Lxxxxxxx’s business income, protecting Landlord shall exceed from loss of rents and other charges during the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to period while the Leased Premises are above Building Standard, Tenant shall promptly pay untenantable due to fire or other casualty (for the excess amount of the premiums upon request period reasonably determined by Landlord). (be) Commercial general liability Flood or earthquake insurance whenever, in a the reasonable judgment of Landlord, such protection is necessary and it is available at commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationscost.

Landlord’s Insurance. Landlord shall secure maintain insurance, issued by companies licensed and maintain (with admitted in the cost of same to be included State in Operating Expenses):which the Shopping Center is located, as follows: (a) All-risks commercial general liability insurance covering the Common Areas (together with such other portions of the Shopping Center as Landlord may elect) for bodily injury, death and third party property insurance on the Project damage (excluding leasehold improvements) including, without limitation, contractual liability, personal injury, products liability and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in Californiacompleted operations coverages), in an amount not less than 90% of $2,000,000 per occurrence and not less than $3,000,000 in the replacement cost of aggregate; (b) property insurance covering the Shopping Center (including, without limitation, the Common Areas, the Building (and the Premises, but excluding the cost of excavation, foundations, underground utilities and footingsTenant's leasehold improvements), as well as any equipment, fixtures, personal property contained therein and owned by Landlord, which insurance shall: (i) be written on a special form (all risks) of Tenant physical loss or any Alterationsdamage basis (including, but not limited to, fire and extended coverage, collapse of improvements, flood and earthquake coverage), subject to reasonable deductions. Such insurance for the full replacement cost of the buildings located in the Shopping Center (including, without limitation, the Building) and Landlord's personal property, without deduction for physical depreciation thereof, and shall contain an agreed amount endorsement; (ii) include an ordinance or law (including, but not limited to, increased cost of construction and demolition) endorsement; and (iii) provide that any proceeds thereof shall be obtained at paid to Landlord; (c) Flood insurance covering all of the expense of Landlord (but with the same to be included buildings located in the Operating ExpensesShopping Center (including, without limitation, the Building) in an amount equal to the lesser of: (i) the full replacement cost of such buildings without deduction for physical depreciation thereof; or (ii) the maximum amount of insurance obtainable, PROVIDED, HOWEVER, THAT, if the Shopping Center is located in a flood zone (A or B), a federal flood insurance policy must be maintained in full force and payments effect in an amount equal to the full replacement cost such buildings without deduction for losses thereunder physical depreciation thereof or $500,000 (whichever is less), in which event the insurance coverage first described in this subsection (c) shall be made solely to Landlord. If maintained as excess coverage above the annual premiums to be paid federal flood insurance coverage; (d) during any period of restoration following a casualty or condemnation, or of construction of any additional improvements, builder's risk insurance against loss or damage from such causes of loss as are embraced by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount insurance policies of the premiums upon request by Landlord.type known, on the date of this Lease, as "builder's risks" property insurance, which insurance shall: (bi) Commercial general liability insurance in be written on a commercially reasonable policy amount. Such insurance shall be in addition special form (all risk) of physical loss or damage basis (including, but not limited to, fire and not in lieu ofextended coverage, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor collapse of the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimimprovements, liabilityflood and earthquake coverage), loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.either:

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property Landlord will maintain during the Lease term the following insurance on policies (or if any of them are not commercially available, the Project closest equivalents): an "all risk" casualty insurance policy for the full replacement cost (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in Californiaor the , in an highest amount not less than 90% of the replacement cost in excess thereof that is reasonably commercially available) of the Building (but excluding the cost of excavation, foundations, underground utilities which may be subject to standard exclusions in such policies and to exclusion for foundations and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject rental loss insurance providing coverage for two (2) years (or the longest period not in excess thereof that is reasonably commercially available) of base rent and estimated Taxes and Operating Costs, commercial general liability insurance (Broad Form CGL) of at least $10 Million combined single limit for each occurrence, with a deductible not to exceed $10,000.00, and other insurance policies with commercially reasonable deductions. Such insurance shall be obtained at the expense of carriers in such amounts, with such deductibles and providing protection against such perils as Landlord (but with the same determines to be included necessary in the Operating Expensesits reasonable discretion. All losses on all policies maintained pursuant to this Article will be settled in Landlord's name (or as otherwise designated by Landlord) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to proceeds will belong and be paid by to Landlord shall exceed except if and to the standard rates because extent specifically set forth in Addendum #3 and Addendum #4. Landlord makes no representations or warranties as to the adequacy of any insurance to protect Landlord's or Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standardinterests. Upon Tenant's written request, Landlord will provide Tenant shall promptly pay the excess amount with certificates of the premiums upon request by Landlord's insurance. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toTenant and its Affiliates will not undertake, and not in lieu of, insurance required fail to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to undertake or permit any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions which will increase the cost of, violate, void or willful misconduct. Without obligation make voidable all or any portion of any insurance policies maintained by Landlord, unless Landlord gives its specific written consent and Tenant pays all increased costs to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationson demand.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks Landlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount ISO “Special Form” policy (formerly known as an “all-risk” policy) insuring Landlord (and Landlord’s lender as a loss payee) against loss from physical damage to the Premises with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of rents for a period of not less than twelve (12) months, together with endorsements to cover any additional work required to comply with any Applicable Laws at the Building time of restoration. Such fire and property damage insurance, at Landlord’s election, but without any requirements on Landlord’s behalf to do so, (but i) may be written in so-called “all risk” form, excluding only those perils commonly excluded from such coverage by Landlord’s then property damage insurer; and/or (ii) may provide coverage for physical damage to the improvements so insured for up to the entire full actual replacement cost thereof. Landlord shall not be required to cause such insurance to cover any of excavationTenant’s personal property, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant inventory or trade fixtures or any Alterations)modifications, subject or any Alterations made or constructed by Tenant to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because after the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable Commencement Date. No such policy amount. Such insurance shall be in addition to, for fire and not in lieu of, property damage insurance required to be maintained by Landlord pursuant to this paragraph shall have a deductible greater than Fifty Thousand Dollars ($50,000.00), unless approved in writing by Tenant. Neither Landlord shall use commercially reasonable efforts to obtain such insurance at competitive rates. (b) Landlord shall maintain commercial general liability insurance insuring Landlord (and Landlord's obligation ’s lender as an additional insured) against liability for personal injury, bodily injury, death and damage to property occurring in, on or about, or resulting from the use or occupancy of the Property, or any portion thereof, with combined single limit coverage of at least Five Million Dollars ($5,000,000). Landlord may carry such greater coverage as Landlord or Landlord’s lender may from time to time determine is reasonably necessary for the adequate protection of Landlord and the Property, provided that such limit shall in no event exceed the limit commonly carried by owners of property similarly situated and operating under similar circumstances unless as part of an Umbrella or blanket policy covering more than the Property (in which case the Property’s allocable share of the premium for such above-market limit may not exceed the premium that would be payable for a limit commonly carried by owners of property similarly situated and operating under similar circumstances). Any deductible for Landlord’s commercial general liability insurance nor will not be included in Operating Expenses. (c) Landlord may insure against loss or damage to the carrying improvements located on the Property caused by earthquake or Differences in Conditions. In the event of damage due to an earthquake, Landlord shall bear the cost of any deductible payable in connection therewith, except to the extent of Tenant’s Pro Rata Share of such deductible, amortized as a Capital Expense pursuant to the provisions of Section 4.3 above. In no event shall Tenant be responsible for any shortfall amount of such earthquake insurance proceeds. (d) Landlord may procure pollution insurance. If such insurance is procured for a multi-year period, the costs of such coverage will be included in Operating Expenses on an amortized basis over the period of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, coverage (as if the cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to were a Capital Expense and the coverage and amounts set forth above. useful life of such Capital Expense were the term of the coverage). (e) Landlord may alsomaintain any other commercially reasonable insurance which in the reasonable opinion of its insurance broker, advisor or legal counsel is prudent in carry under the given circumstances, provided such insurance is available at its election, satisfy the requirements commercially reasonable rates and commonly carried by owners of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsproperty similarly situated and operating under similar circumstances.

Landlord’s Insurance. (a) At all times during the Term, Landlord shall secure maintain in effect a policy or polices of: (i) property damage insurance against “all-risks” of physical loss covering the Office Component, the Common Areas, and maintain other portions of the Project (but excluding leasehold improvements required to be insured by tenants), providing protection against perils included within standard forms of fire and extended coverage insurance policies in an amount equal to the actual replacement thereof, with an agreed-value endorsement and without any co-insurance requirements; (ii) commercial general liability insurance protecting Landlord in the aggregate amount of at least Ten Million and 00/100 Dollars ($10,000,000.00) combined single limit coverage per occurrence and for contractual liability, bodily injury, death or property damage; including a per location aggregate endorsement; (iii) insurance against vandalism and malicious mischief of the Office Component (but excluding any improvements within the Demised Premises for which Tenant is responsible for insuring hereunder), the Common Areas, and other portions of the Project (but excluding leasehold improvements required to be insured by tenants); and (iv) insurance against such other risks as Landlord may from time to time determine to be prudent and consistent with the cost insurance commonly carried by owners of same Comparable Buildings. Any such insurance may be effected by a policy or policies of blanket insurance covering additional items or locations or insureds. Landlord's insurance policies shall contain only such reasonable deductible amounts as are commercially reasonable and consistent with the deductibles commonly carried by owners of Comparable Buildings (as used herein, a “Reasonable Deductible”). The premiums for any such policies shall be referred to as the “Insurance Premiums” and shall be included in Operating Expenses): (a) All-risks property insurance on . To the extent that any Insurance Premiums for the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount are not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord separately charged with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do sothe Office Component, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional shall allocate on a reasonable and consistent basis a proportionate share of the Insurance Premiums to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsOffice Component.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial carry commercial general liability insurance in a commercially reasonable policy amountwith respect to the Building during the Lease Term, and shall further insure the Building and the Project during the Lease Term against loss or damage due to fire and other casualties covered within the classification of fire and extended coverage, vandalism coverage and malicious mischief, sprinkler leakage, water damage and special extended coverage. Such insurance coverage shall be in addition tosuch amounts, from such companies, and not in lieu ofon such other terms and conditions, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by as Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion may from time to timetime reasonably determine, carry consistent with the practices of institutional owners of Comparable Buildings. Additionally, at the option of Landlord, such insurance coverage may include the risks of earthquakes and/or flood damage, terrorist acts and additional hazards, a rental loss endorsement and one or more loss payee endorsements in amounts greater and/or for coverage additional to favor of the holders of any mortgages or deeds of trust encumbering the interest of Landlord in the Building or the ground or underlying lessors of the Building, or any portion thereof. Notwithstanding the foregoing provisions of this Section 10.7, the coverage and amounts set forth above. of insurance carried by Landlord may alsoin connection with the Building shall, at its electiona minimum, satisfy be comparable to the requirements types of this Section 6.4 via coverage and limits and deductible amounts of insurance which are carried by reasonably prudent landlords of Comparable Buildings (provided that in no event shall Landlord be required to carry earthquake or terrorism insurance), and Worker’s Compensation and Employer’s Liability coverage as required by Applicable Laws. Notwithstanding anything contained herein to the procurement of “blanket policies” of insurancecontrary, insuring other parties and/or other locationsLandlord shall carry commercially reasonable earthquake insurance to the extent the same is commercially reasonably available upon commercially reasonable terms.

Landlord’s Insurance. During the period from the Delivery Date to the Commencement Date and then throughout the Term, Landlord shall secure will provide and maintain (with keep in force the cost following insurance, the costs of same to which will be included in Operating Expenses):: (a) All-risks bodily injury and property damage liability insurance on relating to Landlord's operation of the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon Premises, with a solvent insurance company authorized to do business in California, in an amount combined single occurrence limit of not less than 90% $5,000,000.00; such insurance will be on a commercial general liability form including, without limitation, personal injury and assumed contractual liability for the performance by Landlord of the replacement cost indemnity agreements set forth in Section 8.5; such liability insurance will include cross liability and severability of the Building (but excluding the cost interests clauses or endorsements; unless otherwise approved in writing by Tenant, such policy will have a deductible of excavation, foundations, underground utilities $5,000.00 or less and footings, as well as any equipment, fixtures, personal property of Tenant will not have a retention or any Alterations), subject to reasonable deductions. Such self-insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.provision; (b) Commercial general all risk or equivalent property insurance (including fire and standard extended coverage perils, leakage from fire protective devices and other water damage) covering loss or damage to the Improvements (including the Shell and the Leasehold Improvements, but excluding any alterations made to the Premises by Tenant, Tenant's fixtures, furnishings, equipment, inventory, personal property, documents, files and work products) on a full replacement cost basis, excluding excavations, footings and foundations, and with a deductible not in excess of $5,000.00 unless otherwise approved by Tenant (upon the occurrence of any casualty, the amount expended by Landlord to satisfy such deductible will be included in Operating Expenses); (c) loss of rental income insurance in the amount of one year's Basic Rent and Additional Rent for Taxes and Operating Expenses; (d) if any boiler or machinery is operated in the Premises, boiler and machinery insurance; (e) worker's compensation insurance insuring against and satisfying Landlord's obligations and liabilities under the worker's compensation laws of the State of Colorado and employers' liability insurance in the limit of $100,000/500,000/100,000; (f) if Landlord operates owned, hired or nonowned vehicles on the Premises, comprehensive automobile liability will be carried at a commercially reasonable policy amount. Such limit of liability not less than $1,000,000.00 combined bodily injury and property damage; and (g) such other insurance shall be in addition to, and not in lieu of, insurance required to be as is then maintained by Tenantprudent owners Of buildings similar to the Building and that Landlord reasonably elects to obtain or any Building mortgagee requires. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity Insurance effected by Landlord with respect to any claimunder Sections 8.1(b), liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion (c) and (d) will permit the release of Tenant from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this certain liability under Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations8.4.

Landlord’s Insurance. (i) The Tenant shall pay within ten (10) days of demand by the Landlord, as Additional Rent, all premiums with respect to the insurance covering: (1) the Premises (excluding the foundations and excavations) and the machinery, boilers and equipment contained therein and owned by the Landlord (specifically excluding any property with respect to which the Tenant is obligated to insure pursuant to Section 7(b) hereof) against damage by fire, explosion, impact by aircraft or vehicles, lightning, riot, vandalism, malicious acts, smoke, leakage from fire protective equipment, windstorm or hail and other perils now or hereafter from time to time embraced by or defined in a standard fire insurance policy with extended or additional perils supplemental coverage and by-law endorsement; (2) boiler and pressure vessel insurance which shall include, without limitation, loss or damage of whatsoever kind or nature by reasons of explosion or collapse by vacuum or cracking, burning, or bulging of any steam or hot water boilers, pipes and accessories in an amount as the Landlord shall secure from time to time reasonably require, having regard to the nature of the boilers and maintain the pressure vessels, if any, in the Premises; (with 3) loss of insurable gross profits attributable to all perils insured against by the Landlord or commonly insured against by prudent landlords, including loss of all rentals receivable from the Tenant, including Minimum Rent and Additional Rent in such amount as the Landlord or the Landlord's mortgagee from time to time requires; (4) public liability and property damage insurance in such reasonable amounts as would be carried by a prudent owner of similar premises; and (5) any other form of such reasonable insurance the Landlord or the landlord's mortgagee reasonably consider advisable. (ii) Notwithstanding any contribution by the Tenant to the cost of same to be included insurance premiums in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% respect of the replacement cost insurance maintained by the Landlord for the Premises as herein provided, the Tenant acknowledges and agrees that no insurable interest is conferred upon the Tenant under any policies of insurance carried by the Building (but excluding Landlord and the cost Tenant has no right to receive any proceeds of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at policies carried by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (biii) Commercial general liability The Tenant will pay upon demand, as Additional Rent, the amount of any increase in insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained premiums on the Premises if such increase is caused by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts occupancy, operations in, use or omissions possession of the Premises whether or willful misconduct. Without obligation not the Landlord has consented to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationssame.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property Landlord, at its cost (subject to partial reimbursement from Tenant in accordance with the terms of Section 4.3), shall obtain and continuously maintain in full force and effect at all times during the Term of this Lease, policies of insurance on covering the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said Building, which insurance shall be issued for the benefit of Landlord and Landlord's designated mortgagees, as the named insureds, against: (i) loss or damage by fire; and binding upon a solvent insurance company authorized to do business in California(ii) loss or damage from such other risks or hazards now or hereafter embraced by an "All Risk" form, but including, without limitation, windstorm, hail, explosion, vandalism, riot and civil commotion, damage from vehicles and aircraft, smoke damage, water damage and debris removal (collectively, "Property Insurance"). At all times, the Property Insurance coverage shall be in an amount not less than 90% equal to at least one hundred percent (100%) of the replacement cost then "Full Replacement Cost" of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by LandlordBuilding. (b) Landlord, at its cost (subject to partial reimbursement from Tenant in accordance with the terms of Section 4.3), shall obtain and continuously maintain in full force and effect, Commercial general General Liability insurance covering claims for bodily injury, personal injury or property damage for any loss, liability or damage on, about or relating to the Premises, or any portion thereof, having limits of not less than Five Million Dollars ($5,000,000) combined single limit on an occurrence basis. (c) At all times, the insurance in a commercially reasonable policy amount. Such insurance coverage maintained by Landlord pursuant to the terms hereof shall be in addition tocommercially reasonable form and upon commercially reasonable terms, and not shall, as applicable; (i) be written with reputable companies licensed to do business in lieu ofthe Commonwealth of Virginia, insurance required to having a Best's "General Policy Holding Rating" of A or better and a financial rating class of VIII or better; (ii) cite the interest of Landlord and Landlord's mortgagees in standard mortgagee clauses effective as of the commencement date of the policy; and (iii) be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor continuously throughout the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsTerm.

Landlord’s Insurance. Landlord shall secure insure the Building and maintain (with the cost of same to be included in Operating Expenses): Project during the Term under (a) All-risks property insurance on the Project Special Form coverage (excluding leasehold improvements“all risks” form), and (b) a Commercial General Liability and Umbrella Liability. Such coverage shall be in such amounts, from such companies, and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized such other terms, as Landlord may from time to do business in Californiatime reasonably determine, in an amount not less than 90% provided that to the extent consistent with the practices of landlords of the Comparable Buildings, such “all risks” coverage shall (i) be for full replacement cost of the Building and the Project in compliance with all then existing applicable laws; (ii) provide for rent continuation insurance equal to twelve months rent; and (iii) be with companies and have policies meeting the criteria set forth in Section 10.4 in this Lease, and may include, at Landlord’s option, earthquake and/or flood insurance. Additionally, at the sole option of Landlord, such insurance coverage may include a rental loss endorsement and one or more loss payee endorsements in favor of the holders of any mortgages or deeds of trust encumbering the interest of Landlord in the Building or the ground or underlying lessors of the Building, or any portion thereof. Notwithstanding the foregoing terms of this Section 10.3, the coverage (not including earthquake and flood insurance) and amounts of insurance carried by Landlord in connection with the Building shall at a minimum be comparable to the coverage and amounts of insurance which are carried by reasonably prudent landlords of Comparable Buildings (but excluding the cost in no event shall such amounts of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall coverage be in addition to, and not in lieu of, insurance less than the amount required to be maintained carried by Tenant), and Worker’s Compensation and Employee’s Liability coverage as required by Applicable Law. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity Upon inquiry by Landlord with respect to any claimTenant, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry Landlord shall inform Tenant of all such insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationscarried by Landlord.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property Landlord shall, as part of the Common Area Costs, at all times during the Term maintain in effect a policy or policies of insurance on covering the Project Landlord’s Building and the Common Areas (excluding leasehold improvementsTenant improvements and property required to be insured by Tenant pursuant to Section 11.4(a)) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the full replacement cost (exclusive of the Building (but excluding the cost of excavationexcavations, foundations, underground utilities foundations and footings), providing protection against perils included within standard forms of fire and extended coverage insurance policies, together with insurance against sprinkler damage, vandalism, and malicious mischief, and such other risks as well Landlord may from time to time determine and with any such deductibles as any equipmentLandlord may from time to time determine and public liability insurance in such amounts as Landlord deems to be reasonable. Any insurance provided for in Sections 11.5(a) or (b) may be effected by a policy or policies of blanket insurance, fixturescovering additional items or locations or insureds, personal property provided that the requirements of Tenant Section 11.5(a) are otherwise satisfied. In addition, at Landlord’s option, Landlord may elect to self-insure all or any Alterations)part of such required insurance coverage. Landlord may, subject to reasonable deductions. Such but shall not be obligated to, carry any other form or forms of insurance shall be obtained at as Landlord or the expense mortgagees or ground lessors of Landlord (but with the same may reasonably determine is advisable. All insurance required hereunder may be referred to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordas “Insurance”. (b) Commercial general liability Landlord may carry rent insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimthe Premises in an aggregate amount equal to eighteen (18) or more times the sum of (i) the monthly requirement of Minimum Annual Rent, liability, loss, cost or expense due, in whole or in part, plus (ii) the sum of the amounts estimated by Landlord to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or be payable by Tenant for coverage additional Additional Rent and Percentage Rent for the month immediately prior to the coverage and amounts set forth above. Landlord may also, at its election, satisfy month in which the requirements policy is purchased or renewed. (c) Tenant agrees to pay Tenant’s Proportionate Share of premiums for the Insurance provided pursuant to Section 8.6 of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLease. Tenant shall have no rights in any Insurance maintained by Landlord nor shall Tenant be entitled to be a named insured thereunder.

Landlord’s Insurance. Throughout the Term of this Lease, Landlord shall secure and maintain maintain, as a minimum, the following insurance policies: (with 1) property insurance for the cost of same Building's replacement value (excluding property required to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued insured by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any AlterationsTenant), subject to reasonable deductions. Such insurance shall be obtained at the expense of less a deductible if Landlord so chooses; and (but with the same to be included in the Operating Expenses2) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial commercial general liability insurance in a commercially reasonable policy amountan amount of not less than $1,000,000. Such insurance shall be in addition Landlord may, but is not obligated to, maintain such other insurance and not in lieu ofadditional coverages as it may deem necessary, including "loss of rents" (sometimes also known as "business income: rental value") coverage, all on such forms and with such companies, endorsements, and deductibles as Landlord chooses. Tenant shall pay its Tenant's Share of the cost of all insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity and payments toward deductibles carried by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or the CR Project Parcel for coverage additional to each year of the coverage and amounts set forth aboveTerm. Landlord may alsoestimate, at its electionre-estimate, satisfy bill, collect, and adjust (with an annual reconciliation of estimated costs versus actual costs) Tenant's Share of Landlord's insurance costs in the requirements same manner as for Tenant's Share of this Section 6.4 via Operating Expenses. With respect to any calendar year or partial calendar year in which the procurement CR Project Parcel is not occupied to the extent of “blanket policies” 100% of insurancethe leasable area thereof in accordance with Landlord's plan for the development of the CR Project Parcel, insuring Landlord's insurance costs for such period shall, for the purposes hereof, be increased to the amount which would have been incurred had the CR Project Parcel been occupied to the extent of 100% of the leasable area thereof. The foregoing insurance policies and any other parties and/or insurance carried by Landlord shall be for the sole benefit of Landlord and under Xxxxxxxx's sole control, and Tenant shall have no right or claim to any proceeds thereof or any other locationsrights thereunder.

Landlord’s Insurance. During the Term, Landlord shall secure will provide and maintain (with keep in force the cost of same to be included in Operating Expenses):following insurance: (a) All-risks property commercial general liability insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized relating to do business in California, in an amount not less than 90% Landlord's operation of the Building and Complex, for personal and bodily injury and death, and damage to others' property; and (b) full replacement cost all risk of fire insurance (including standard extended coverage endorsement perils, leakage from fire protective devices and other water damage) relating to the Land and Building (but excluding the cost of excavationTenant's fixtures, foundationsfurnishings, underground utilities and footings, as well as any equipment, fixturespersonal property, personal property documents, files, inventory, stock-in-trade and work products and all leasehold improvements in the Premises); and (c) loss of rental income insurance or loss of insurable gross profits commonly insured against by prudent landlords; and (d) such other insurance (including boiler and machinery insurance) as Landlord reasonably elects to obtain or any Building mortgagee requires. Insurance effected by Landlord under this Section 11.1 (except for Section 11.1(b), which shall be full replacement cost) will be in amounts which Landlord from time to time reasonably determines sufficient or any Building mortgagee requires; will be subject to such deductibles and exclusions as Landlord reasonably determines; will, in the case of insurance under Sections 11.1 (b), (c) and (d), permit the release of Tenant or any Alterations)from certain liability under Section 13.1; and will otherwise be on such terms and conditions as Landlord from time to time reasonably determines sufficient. In determining the amounts of such insurance, subject Landlord will exercise its reasonable judgment consistent with the practices of prudent institutional owners of real estate similar to reasonable deductionsthe Building and Complex. Such Tenant acknowledges that Landlord's loss of rental income insurance policy provides that payments by the insurer may be limited to a period of one (1) year (but Landlord agrees that it shall be obtained at no longer than two (2) years) following the expense date of Landlord (but with any damage or destruction and that no insurance proceeds will be payable in the same to be case of damage or destruction caused by an occurrence not included in the Operating Expensespolicies described in Sections 11.1(b), (c) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord(d). (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property Landlord shall during the entire Term, maintain fire and extended coverage insurance on the Project (excluding leasehold improvements) Building and on all Building Standard leasehold improvements. Said a standard policy of rent interuption insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of equal to the full replacement cost of the Building (but excluding the cost of excavationand with deductibles in such amounts as Landlord may accept; provided, foundationshowever, underground utilities and footingsso long as Metropolitan Life Insurance Company, as well as any equipment, fixtures, personal property of Tenant or any Alterations)other property, subject casualty or life insurance company having assets of $500,000,000.00, ( a "Permitted Self Insurer") is the owner of the Building, it shall have the right to reasonable deductionsself-insure against any and all perils and/or liabilities against which it would otherwise be required to insure and it shall also have the right to effect any such insurance by means of so called "blanket" or "umbrella" policies of insurance. Such Any such insurance shall be obtained maintained at the expense of Landlord (but with the same cost to be Landlord being included in as a part of the Operating Expenses) Costs), and payments for losses thereunder shall be made solely to LandlordLandlord and the mortgagees of Landlord as their interest shall appear. If a Permitted Self Insurer elects to self-insure against certain perils and/or liabilities against which it would otherwise be required to maintain a policy or policies of insurance, then for purposes of this Lease it shall be deemed to hold insurance against such perils and/or liabilities in not less than the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess minimum amount of insurance which Landlord is otherwise required to maintain under the premiums upon request by Landlordterms of this Lease, with a deductible of $500,000.00. (b) Commercial general Comprehensive General Liability Insurance with a Broad Form Liability Endorsement (including protective liability insurance coverage on operations of independent contractors engaged in construction and also blanket contractual liability insurance) on an "occurrence" basis against claims for "personal injury" liability, including, without limitation, bodily injury, death or property damage liability with a commercially reasonable policy amount. Such insurance shall be limit of not less than One Million Dollars ($1,000,000) in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying event of such insurance shall be deemed to be an indemnity by Landlord with respect "personal injury" to any claim, liability, loss, cost number of persons or expense due, in whole or in part, of damages to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements property arising out of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsany one "occurrence".

Landlord’s Insurance. The Landlord shall secure and maintain (with shall, except as provided below, at all times throughout the cost of same to be included in Operating Expenses):Term carry: (a) All-risks property insurance on the Project (excluding leasehold improvements) Building and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations)every description, subject to reasonable deductions. Such insurance shall be obtained at including all mechanical and electrical equipment owned by the expense of Landlord (but specifically excluding any property with respect to which the same Tenant and other Tenants are obliged to be included in the Operating Expensesinsure under Section 11.1 or similar sections of their respective Leases) and payments for losses thereunder shall be made solely against all risks of loss or damage covered under an all risk policy, to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.their full replacement cost; (b) Commercial general public liability and property damage insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimthe Landlord's operations in the Building in such reasonable amounts and with such reasonable deductions as would be carried by a prudent owner of a reasonably similar Building, liabilityhaving regard to size, lossage and location; and (c) such other form or forms of insurance as the Landlord or the Mortgagee reasonably considers advisable; Provided that, cost or expense dueif the Landlord shall be unable, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to timetime during the Term, carry to obtain any of the above coverages on terms or at rates which are, in the sole and unfettered discretion of the Landlord, commercially reasonable, the Landlord shall have the right not to obtain or renew such insurance in amounts greater and/or for coverage additional coverages or to discontinue such coverages, without any liability to the coverage Tenant for having done so. Subject to the rights of any Mortgagees, the proceeds of any insurance received by the Landlord in compensation for physical loss or damage to the Building shall be applied in accordance with the provisions of Article 13. Notwithstanding any contribution by the Tenant to the cost of insurance premiums, no insurable interest is conferred on the Tenant under any policies of insurance carried by the Landlord and amounts set forth abovethe Tenant has no right to receive any proceeds of any such insurance policies. On written request from the Tenant, the Landlord may also, at its election, satisfy will provide a written summary of the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLandlord's insurance then in effect.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property Landlord, shall, at all times from and after the Commencement Date, at its sole cost and expense, maintain in effect commercial general liability insurance on covering (a) any occurrence in the Project (excluding leasehold improvementsother than within premises leased to tenants), (b) any act or omission by Landlord, or its agent, servants, contractors or employees, anywhere in the Project, and on (c) the contractual liability of Landlord to Tenant pursuant to the indemnification provisions of Article 14 below, which coverage shall not be less than Two Million and No/100 Dollars ($2,000,000.00), combined single limit, per occurrence. (b) Landlord shall, at all times from and after the Commencement Date, at its sole cost and expense, maintain in effect a policy or policies of “Causes of Loss-Special Form” insurance insuring the Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, with coverage in an amount not less than 90% one hundred percent (100%) of the replacement cost thereof (exclusive of the Building (but excluding the cost of excavationexcavations, foundations, underground utilities foundations and footings) from time to time during the Lease Term, together with such endorsements and/or additional coverage as well Landlord may determine or as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall may be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request required by Landlord’s lender. Landlord reserves the right to maintain a reasonable deductible in connection with such insurance. (bc) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's ’s obligation to carry such the insurance nor required in this Article 7.8 may be brought within the carrying coverage of any so called blanket policy or policies of insurance carried and maintained by Landlord, provided that the coverage afforded will not be reduced or diminished by reason of the use of such blanket policy of insurance. Landlord shall have the right to self-insure for the liability and casualty insurance required by Article 7.8(a) and (b), provided that Landlord shall be deemed have a net worth, calculated in accordance with the generally accepted accounting principles, consistently applied, of at least One Hundred Million and No/100 Dollars ($100,000,000.00). In the event that Landlord elects to be an indemnity by Landlord self-insure in accordance with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do sothe provisions of this Article 7.8(c), Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its shall give Tenant written notice of such election, satisfy accompanied by appropriate evidence demonstrating that Landlord is entitled to self-insure in accordance with the requirements provisions of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsArticle 7.8(c).

Landlord’s Insurance. Subject to its general availability on reasonable commercial terms the Landlord shall secure effect and maintain (with during the cost of same to be included in Operating Expenses):Term: (a) All-risks property all risks" insurance on which shall insure the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in for an amount not less than 90% of the replacement cost of the Building thereof from time to time (including foundations), against loss or damage by perils now or hereafter from time to time embraced by or defined in a standard all risks insurance policy including but excluding the cost of excavationnot limited to fire, foundationsexplosion, underground utilities and footingsimpact by aircraft or vehicles, as well as any lightning, riot, vandalism or malicious acts, smoke, leakage from fire protective equipment, fixtureswindstorm or hail, personal property of Tenant collapse or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.earthquake; (b) Commercial boiler and machinery insurance on objects defined in a standard comprehensive boiler and machinery policy against accidents as defined therein, with limits of not less than $10,000,000, which coverage shall include, without limitation, loss or damage of whatsoever kind or nature by reason of explosion or collapse by vacuum or cracking, burning, or bulging of any steam or hot water boilers, pipes and accessories and loss of rental income; (c) all risks rent and rental value insurance in an amount sufficient to replace all Minimum Rent and Additional Rent payable under the provisions of this Lease for an indemnity period of three years; (d) comprehensive general liability insurance covering claims for personal injury and property damage arising out of all operations in a commercially reasonable policy amountconnection with the management and administration of the Building with limits of $5,000,000 inclusive of any one occurrence; and (e) such other coverage, or increases in the amount of coverage specified above in this section 9.04, as any Mortgagee may require from time to time or as the Landlord may deem prudent from time to time. Such If any policies for such insurance shall be in addition tocontain any co-insurance clause, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying a sufficient amount of such insurance shall be deemed maintained at all times to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy meet the requirements of this Section 6.4 via any co-insurance clause so as to prevent the procurement Landlord from becoming a co-insurer under the terms of “blanket policies” such policy or policies and to permit full recovery up to the amount insured in the event of insurance, insuring other parties and/or other locationsloss.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property During all times that Landlord is performing any construction or other work under this Lease or Work Letter, Landlord shall, at its sole cost and expense, and not as an Operating Expense, (i) obtain and, maintain builder’s risk insurance on covering both the Project hard and soft costs associated with the construction/performance of construction or other work, in a face amount of not less than the full insurable value of all improvement work (excluding leasehold improvementsincluding the Buildings) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized materials supplied in connection therewith, with appropriate provisions made to do business in California, include coverage of materials stored off the Site in an amount not less than 90% the full insurable value of such materials stored off the Site from time to time, naming Landlord as the insured and Tenant as an additional insured to the extent of Tenant’s interest therein, (ii) cause the architects, contractors and subcontractors to carry errors and omissions insurance in an amount at least equal to One Million Dollars ($1,000,000) which can be applied to the construction/performance of the replacement cost applicable work, covering the entire period of design and construction/performance of the Building applicable work, including the completion of punch list items (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance which coverage shall be obtained maintained for at least three (3) years after the expense completion of Landlord (but with the same to be included in the Operating Expensesapplicable work) and payments for losses thereunder shall be made solely (iii) cause its contractors and subcontractors to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because carry commercially reasonable amounts of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordauto insurance. (b) Commercial general liability Commencing on the Commencement Date for the Existing Building with respect to the Existing Building, and commencing on the Commencement Date for the New Building with respect to the New Building, and in each case continuing through the expiration or earlier termination of this Lease, Landlord shall obtain and maintain fire and hazard “all risk” insurance in a covering one hundred percent (100%) of the full replacement cost valuation of the applicable Building and Project (including the Building Structure and Building Systems), subject to commercially reasonable deductibles, in the event of fire, lightning, windstorm, vandalism, malicious mischief and all other risks normally covered by “all risk” policies carried by landlords of Comparable Buildings naming Landlord as the insured and Landlord or any lessors and mortgagees as loss payee. The proceeds from any such policy amount. Such insurance shall be used by Landlord for the repair and/or replacement of the Project unless this Lease is terminated, in addition towhich case Landlord may retain such proceeds, and not except as otherwise provided in lieu of, insurance required Section 13.6 below. Landlord shall promptly deliver to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying Tenant evidence of such insurance shall be deemed to be an indemnity upon request by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion Xxxxxx from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. During the Term, Landlord shall secure provide and maintain (with keep in force the cost of same to be included in Operating Expenses):following insurance: (a) All-risks property commercial general liability insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized relating to do business in California, in an amount not less than 90% Landlord's operation of the replacement cost of Building, for personal and bodily injury and death, and damage to others' property; and (b) fire insurance (including standard extended coverage endorsement perils, leakage from fire protective devices and other water damage) relating to the Land and Building (but excluding the cost of excavationTenant's fixtures, foundationsfurnishings, underground utilities and footings, as well as any equipment, fixturespersonal property, personal property documents, files, inventory, stock-in-trade and work products and all leasehold improvements and Alterations in the Premises); and (c) loss of rental income insurance or loss of insurable gross profits commonly insured against by prudent landlords of comparable buildings; and (d) such other insurance (including boiler and machinery insurance) as Landlord reasonably elects to obtain or any Building mortgagee requires. Insurance effected by Landlord under this Section 12.1 will be in amounts which Landlord from time to time reasonably determines sufficient as being customarily carried by owners of comparable office buildings in midtown Manhattan or any Building mortgagee requires; will be subject to such deductibles and exclusions as Landlord reasonably determines; will, in the case of insurance under Sections 12.1 (b), (c) and (d), permit the release of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall from certain liability under Section 14.1 (as long as such permission can be obtained at without material additional cost and without rendering void the expense protection afforded by the policy); and will otherwise be on such terms and conditions as Landlord from time to time reasonably determines sufficient. Tenant acknowledges that Landlord's loss of Landlord (but with rental income insurance policy provides that payments by the same insurer may be limited to a period of one year following the date of any damage or destruction and that no insurance proceeds will be payable in the case of damage or destruction caused by an occurrence not included in the Operating Expensespolicies described in Sections 12.1(b), (c) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord(d). (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. (i) Landlord shall secure and maintain (maintain, or cause to be maintained, a policy of Commercial General Liability insurance with the cost of same to be included premiums thereon fully paid in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be advance, issued by and binding upon a solvent an insurance company authorized to do business in Californiaof good financial standing, in an amount not less than 90% insuring Landlord against any liability arising out of the replacement cost lease, use, occupancy, or maintenance of the Building Project and all areas appurtenant thereto (but excluding other than the cost of excavationPremises, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject unless Landlord elects to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements extend such coverage to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amountPremises). Such insurance shall be in addition tothe amount of Two Million Dollars ($2,000,000) Combined Single Limit for injury to or death of one or more persons in an occurrence and Four Million Dollars ($4,000,000) in the aggregate (some reasonable portion of which may be maintained through an excess or umbrella policy, provided that any such excess or umbrella policy shall cover at least the same perils as a commercial general liability policy and shall not contain materially more extensive exclusions than such a policy), and not for damage to tangible property (including loss of use) in lieu ofan occurrence. (ii) In addition, Landlord shall maintain, or cause to be maintained, a policy or policies of insurance with the premiums thereon fully paid in advance, issued by and binding upon an insurance company of good financial standing, insuring the Project against loss or damage by fire and such other hazards as Landlord may elect (that may include earthquake loss if Landlord elects to maintain such coverage) and contingencies for the full insurable value thereof, or, in the alternative, insuring for eighty percent (80%) of the replacement cost thereof (or such minimum amount as shall be required to eliminate operation of coinsurance provisions), exclusive of excavations and foundations; provided, however, that Landlord shall not be maintained obligated to insure any furniture, equipment, machinery, goods or supplies not covered by this Lease that Tenant may keep or maintain in the Premises, or any real or personal property that Tenant is otherwise required to insure under this Lease. If the annual premiums charged Landlord for such property insurance exceed the standard premium rates because the nature of Tenant’s operations result in extra-hazardous or higher than normal risk exposure, then Tenant shall, upon receipt of appropriate premium invoices, reimburse Landlord for such increases in premium. Neither All insurance proceeds payable under Landlord's obligation ’s insurance carried hereunder shall be payable solely to Landlord, and Tenant shall have no interest therein. (iii) To the extent available on commercially reasonable terms, Landlord shall carry rental loss insurance on the Project applicable to the perils covered by an All Risk Policy on the Project and pertaining to the Rent due under this Lease for not less than twelve (12) months. If Landlord concludes that such insurance is not available at commercially reasonable rates, Landlord shall promptly so notify Tenant in writing. If Landlord fails to carry such policy of insurance nor the carrying of without so notifying Tenant and an event occurs which would otherwise result in an interruption in Rent which would have been covered by such insurance policy had it been carried by Landlord, then Landlord shall be deemed to be an indemnity have received the proceeds of such insurance as if it had been carried by Landlord in the amounts and with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationscoverages required.

Landlord’s Insurance. Landlord shall secure procure and maintain (with in effect throughout the cost of same to be included in Operating Expenses): (a) All-risks Term, property insurance on at least as broad as the Project most commonly available ISO Special Form Causes of Loss (excluding leasehold improvements“all risk”) policy form CP 1030 with an agreed amount endorsement, and on all Building Standard leasehold improvements. Said insurance shall be issued by including coverage for vandalism and binding upon a solvent insurance company authorized to do business in Californiamalicious mischief, in an amount not less than 90% equal to one hundred percent (100%) of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionswhich shall include loss of rent coverage. Landlord shall maintain a policy(ies) of commercial general liability insurance written on an “occurrence” basis, with limits of liability, in the aggregate, of not less than Twenty-Five Million Dollars ($25,000,000). Limits may be obtained as a combination of General Liability and Umbrella Liability Coverage. Such policy(ies) shall cover bodily injury, property damage arising out of or relating directly to Landlord’s business operations, conduct, assumed liabilities, or use or occupancy of the Premises or the Project, and shall include all the coverages typically provided by the Commercial General Liability Endorsement CG0001 (10/04), including property damage coverage and completed operations. Landlord’s liability coverage shall further include premises-operations coverage, products liability coverage (if applicable), and products-completed operations coverage. Notwithstanding the foregoing provisions of this Section 14.3, the coverage and amounts of insurance carried by Landlord in connection with the Project shall, at a minimum, be comparable to the coverage and amounts of insurance which are carried by reasonably prudent landlords of Comparable Buildings. The premiums for all such insurance shall be obtained at included as Insurance Expenses to the expense of Landlord (but with the same extent permitted pursuant to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to LandlordArticle 5. If the annual premiums to be paid such insurance policies cover other assets owned by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements its affiliate in addition to the Leased Premises are above Building StandardProject, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying cost of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconductequitably allocated. Without obligation to do soUpon request, Landlord may, in its sole discretion from time shall deliver to time, carry Tenant certificates of insurance in amounts greater and/or for coverage additional to evidencing compliance with the coverage and amounts set forth above. Landlord may also, at its election, satisfy the insurance requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationshereunder.

Landlord’s Insurance. During the Term, the Landlord shall secure place insurance coverage on and maintain (with respect to the Project, which coverage shall include the following, if available at reasonable cost in the opinion of same to be included in Operating Expenses):the Landlord: (a) All-all risks property insurance on for the full reconstruction value of the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued as determined by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.; (b) Commercial general as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by the Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by the Landlord from time to time which would be required to rebuild and, if necessary, to re-tenant the Project in the event of the complete destruction thereof: (c) comprehensive boiler and machinery insurance, including repair or replacement and rental income coverages, if applicable; (d) plate glass insurance (not including plate glass fronting or within the Leased Premises) if deemed appropriate by Landlord; (e) bodily injury and property damage liability insurance; and (f) such other insurance which is or may become customary or reasonable for owners of projects similar to the Project to carry in respect of loss of, or damage to, the Project or liability arising therefrom. The insurance referred to in this Section shall be carried in amounts determined reasonably by the Landlord and shall be obtained from a commercially reasonable policy amountcompany or companies and be of a type and form satisfactory to the Landlord. Such The insurance shall be written in addition tothe name of the Landlord with loss payable to the Landlord and to any mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to time if required by the Landlord. The policies of insurance referred to in Subsections 9.01(a), (b) and not (c) shall contain a waiver of the insurer's right of subrogation as against the Tenant if obtainable. The Landlord hereby waives its right of recovery against the Tenant, its employees and those for whom the Tenant is in lieu of, insurance law responsible with respect to occurrences required to be maintained insured against by Tenantthe Landlord hereunder. Neither Notwithstanding any contribution by the Tenant to insurance premiums as provided for in this Lease, no insurable interest is conferred upon the Tenant under policies carried by the Landlord's obligation . Except as specifically provided in this Lease, the Landlord shall in no way be accountable to carry such the Tenant regarding the use of the insurance nor proceeds arising from any Claim. Nothing contained in this Lease shall require the carrying Landlord to insure any of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to the Tenant's negligent acts equipment or omissions stock, or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional any other property owned or brought into the Leased Premises by the Tenant whether affixed to the coverage and amounts set forth above. Landlord may alsoBuilding or not, at its election, satisfy or the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLeasehold Improvements.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same With respect to be included in Operating Expenses):insurance maintained by Landlord: (a) AllLandlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance in so-risks property insurance on called "fire and extended coverage" form insuring Landlord (and such others as Landlord may designate) against loss from physical damage to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of the Building (but excluding the cost rents for a period of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsnot less than six months. Such insurance shall fire and property damage insurance, at Landlord's election but without any requirements on Landlord's behalf to do so, (i) may be obtained at written in so-called "all risk" form, excluding only those perils commonly excluded from such coverage by Landlord's then property damage insurer; (ii) may provide coverage for physical damage to the expense improvements so insured for up to the entire full actual replacement cost thereof; (iii) may be endorsed to cover loss or damage caused by any additional perils against which Landlord may elect to insure, including earthquake and/or flood; and/or (iv) may provide coverage for loss of Landlord (but with the same rents for a period of up to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlordtwelve months. If the annual premiums to be paid by Landlord shall exceed the standard rates because not be required to cause such insurance to cover any of Tenant's operations personal property, inventory, and trade fixtures, or contents any modifications, alterations or improvements made or constructed by Tenant to or within the Leased Premises or because the improvements Premises, except permanently affixed Tenant Improvements constructed pursuant to the Leased Premises are above Building Standard, Tenant Work Letter. Landlord shall promptly pay the excess amount of the premiums upon request by Landlorduse commercially reasonable efforts to obtain such insurance at competitive rates. (b) Commercial Landlord shall maintain commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toinsuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death, and not in lieu ofdamage to property occurring in, on or about, or resulting from the use or occupancy of the Property, or any portion thereof, with combined single limit coverage of at least Ten Million Dollars ($10,000,000). Landlord may carry such greater coverage as Landlord or Landlord's Lender, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimbroker, liability, loss, cost advisor or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion counsel may from time to time, carry insurance in amounts greater and/or time determine is reasonably necessary for coverage additional to the coverage adequate protection of Landlord and amounts set forth above. the Property. (c) Landlord may alsomaintain any other insurance which in the opinion of its insurance broker, at its electionadvisor or legal counsel is prudent in carry under the given circumstances, satisfy the requirements provided such insurance is commonly carried by owners of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsproperty similarly situated and operating under similar circumstances.

Landlord’s Insurance. During the Term, the Landlord shall secure place insurance coverage on and maintain (with respect to the cost of same Project excluding the area(s) to be included insured by the Tenant as set out in Operating Expenses):Section 9.02, which coverage shall include the following: (a) All-all risks property insurance on for the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% full reconstruction value of the replacement cost of the Building (but Project, excluding the cost of excavation, foundations, underground utilities and footingsLeasehold Improvements, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at determined by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.; (b) Commercial as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by the Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by the Landlord from time to time which would be required to rebuild and, if necessary, to re-tenant the Project in the event of the complete destruction thereof; (c) boiler and machinery insurance, including repair or replacement and rental income coverage, if applicable; (d) plate glass insurance (not including plate glass fronting or within the Leased Premises) if deemed appropriate by the Landlord; (e) commercial general liability insurance; and (f) such other insurance which is or may become customary or reasonable for owners of projects similar to the Project to carry in a commercially reasonable policy amountrespect of loss of, or damage to, the Project or liability arising therefrom. Such The insurance referred to in this Section shall be carried in amounts determined reasonably by the Landlord. The insurance shall be written in addition tothe name of the Landlord with loss payable to the Landlord and to any mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to time. The policies of insurance referred to in Subsections 9.01(a), (b), (c), (d) and not (e) shall contain a waiver of the insurer’s right of subrogation as against the Tenant. The Landlord hereby waives its right of recovery against the Tenant, its employees and those for whom the Tenant is in lieu of, insurance law responsible with respect to all Claims required to be maintained insured against by the Landlord hereunder. In addition, the Landlord hereby waives its right of recovery against the Tenant. Neither Landlord's obligation to carry such insurance nor , its employees and those for whom the carrying of such insurance shall be deemed to be an indemnity by Landlord Tenant is in law responsible with respect to any claim, liability, loss, cost or expense due, all Claims for which the Landlord otherwise maintains insurance for the premiums for which are included in whole or in partpart in Operating Costs and in respect of which the Tenant is not insured or required to be insured pursuant to Section 9.02(g) of this Lease. The Landlord covenants, to Tenant's negligent acts or omissions or willful misconductwarrants and represents that as of the date of this Lease it is carrying terrorism insurance on both its property and liability insurance policies. Without obligation to do so, The Landlord may, further acknowledges and agrees that notwithstanding anything contained in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional this Lease to the coverage and amounts set forth above. Landlord may alsocontrary, at its electionthe Tenant is not required during the Fixturing Period or the Term to carry property or liability terrorism insurance under this Lease including, satisfy without limitation, pursuant to the requirements provisions of Subsection 9.02(g) of this Section 6.4 via Lease. Notwithstanding any contribution by the procurement Tenant to insurance premiums as provided for in this Lease, no insurable interest is conferred upon the Tenant under policies carried by the Landlord. Except as specifically provided in this Lease, the Landlord shall in no way be accountable to the Tenant regarding the use of “blanket policies” of insurance, insuring other parties and/or other locationsthe insurance proceeds arising from any Claims.

Landlord’s Insurance. During the Term, Landlord shall secure will provide and maintain keep in force the following insurance, the costs of which will be included in Operating Costs: (a) bodily injury and property damage liability insurance relating to Landlord's operation of the Premises with a combined single occurrence limit of not less than $5,000,000; such insurance will be on a commercial general liability form including, without limitation, personal injury and assumed contractual liability for the performance by Landlord of the indemnity agreements set forth in Section 7.5; such liability insurance will include cross liability and severability of interests clauses or endorsements; unless otherwise approved in writing by Tenant, such policy will have a no deductible and will not have a retention or self-insurance provision; (b) all risk property insurance (including fire and standard extended coverage perils, leakage from fire protective devices and other water damage, vandalism and malicious mischief to the Building and the Leasehold Improvements) covering loss or damage to the Improvements (including the Base Building, the Leasehold Improvements, and any Alterations, but excluding Tenant's fixtures, furnishings, equipment, personal property, documents, files and work products) on a full replacement cost basis, excluding excavations, footings and foundations, and with a deductible not in excess of same $50,000 unless otherwise approved by Tenant (upon the occurrence of any casualty, the amount expended by Landlord to satisfy such deductible will be included in Operating Expenses):); (ac) All-risks property loss of rental income insurance on in the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount of not less than 90% one year's Base Rent and Additional Rent for Taxes and Operating Expenses; (d) if any boiler or machinery is operated in the Premises and owned by Landlord, boiler and machinery insurance; (e) workers' compensation insurance insuring against and satisfying Landlord's obligations and liabilities under the workers' compensation laws of the replacement cost State of Massachusetts; (f) if Landlord operates owned, hired or nonowned vehicles on the Premises, comprehensive automobile liability will be carried at a limit of liability not less than $1,000,000 combined bodily injury and property damage; and (g) such other insurance as is then maintained by prudent owners of buildings similar to the Building and that Landlord reasonably elects to obtain or any Building mortgagee requires. Insurance effected by Landlord under Sections 7.1(b), (but excluding c) and (d) will permit the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property release of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordfrom certain liability under Section 7.4. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy provide any or all of the requirements of this Section 6.4 via the procurement of “blanket policies” following types of insurance, with or without deductible and in amounts and coverages as may be determined by Landlord in its sole and absolute discretion: "all risk" or similar property insurance, subject to standard exclusions, covering the Building and/or Site, and such other risks as Landlord or its mortgagees may from time to time deem appropriate, including Tenant Improvements made by Landlord pursuant to the Work Letter, and commercial general liability coverage. At a minimum, however, Landlord shall maintain, whether as part of blanket coverage policies or otherwise, the following: (i) standard all-risk property insurance coverage on the Building (and the Leasehold Improvements therein as of the date hereof) with coverage of not less than eighty percent (80%) of the full actual replacement cost thereof, and (ii) comprehensive or commercial general liability insurance insuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death and damage to third party property occurring in, on or about, or resulting from the use or occupancy of the Site, with combined single limit coverage of at least Three Million Dollars ($3,000,000.00). Landlord shall not be required to carry insurance of any kind on Tenant's Alterations or on Tenant's other parties property, including, leasehold improvements, trade fixtures, furnishings, equipment, plate glass, signs and all other items of personal property, and shall not be obligated to repair or replace that property should damage occur. All proceeds of insurance maintained by Landlord upon the Building and/or other locationsSite shall be the property of Landlord, whether or not Landlord is obligated to or elects to make any repairs. At Landlord's option, Landlord may self-insure all or any portion of the risks for which Landlord elects to provide insurance hereunder.

Landlord’s Insurance. Landlord shall secure obtain and maintain keep in force during the Term the following insurance coverage (together with the cost of same such other coverages as Landlord may reasonably elect to be included in Operating Expenses):carry with companies rated A-/VII or better by Best's Key Rating Guide: (a) All-Commercial General Liability Insurance with a Broad Form Comprehensive General Liability endorsement, plus coverage against such other risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion deems advisable from time to time, carry in such amounts as Landlord deems advisable from time to time insuring Landlord against liability arising out of the ownership, use, occupancy or maintenance of the Project; (b) a policy or policies of insurance in amounts greater and/or for coverage additional covering loss or damage to the Project improvements, excluding Tenant's Property and Tenant's Alterations, fixtures, merchandise, trade fixtures, furnishings, equipment and personal property, in such amounts as Landlord deems appropriate from time to time providing protection against all perils included within the classification of fire, extended coverage and amounts set forth abovesuch other perils as Landlord deems advisable from time to time or may be required by Landlord's Mortgagee. Such insurance may include earthquake, flood, and boiler and machinery insurance. In addition, Landlord may alsoobtain and keep in force, at its electionduring the Term, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of rental value insurance, insuring other parties and/or other locationswith loss payable to Landlord, which insurance may also cover Operating Expenses. Tenant will not be named in any such policies carried by Landlord and shall have no right to any proceeds therefrom. The policies required by Section 9.04 shall contain such deductibles as Landlord or the Landlord's Mortgagee may determine. In the event that the Premises shall suffer an insured loss, the deductible amounts under the applicable insurance policies shall be deemed an Operating Expense.

Landlord’s Insurance. All insurance maintained by Landlord shall secure be for the sole benefit of Landlord and under Landlord’s sole control. Landlord shall maintain throughout the Term (with the cost i) “all risk” or “special causes of same to be included in Operating Expenses): (a) All-risks loss form” property insurance on including, at Landlord’s election, standard earthquake and flood insurance, insuring the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost structural components of the Building and the Project, to the extent of at least eighty percent (but 80%) of the full replacement value of such Building (excluding the cost of excavationTenant Work, foundations, underground utilities Leasehold Improvements and footings, as well as any equipment, fixtures, personal property of Tenant or any AlterationsSpecialized Leasehold Improvements), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and provided if any coverage that is not in lieu of, insurance required permitted to be maintained by TenantLandlord hereunder would cause Operating Costs to increase by a material amount, then such coverage may only be added to Operating Costs if such coverage is either (a) maintained by a majority of landlords in Northern California of projects similar to the Project, as reasonably documented by Landlord, or (b) required by Landlord’s then-Mortgagee; and (ii) Commercial General Liability Insurance (ISO form or equivalent) covering Landlord’s activities in and about the Project. Neither Provided the insurance coverage carried by Landlord pursuant to (i) above shall not be reduced or otherwise adversely affected, all of Landlord's obligation to carry ’s insurance may be carried under a blanket policy covering the Project and any other property owned, leased or operated by Landlord or its affiliates, provided the insurance requirements in this Lease are fulfilled and the insurance coverage is not diminished in any way. The cost of all such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, is included in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth aboveOperating Costs. Landlord shall not be obligated to insure, and shall have no responsibility whatsoever for any damage to, the Tenant Work, any Leasehold Improvements, Specialized Leasehold Improvements or Tenant’s Property that Tenant may alsomake, at its election, satisfy keep or maintain in the requirements of this Section 6.4 via Leased Premises during the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsTerm.

Landlord’s Insurance. Landlord shall secure take out and maintain (with in force throughout the cost of same to be included Term hereof, in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company or companies authorized to do business in Californiathe Commonwealth of Massachusetts: (a) property insurance on the Building (exclusive of Tenant’s Property, Tenant-Insured Improvements and personal property of, and alterations by, other tenants or occupants) in an amount not less than 90% of equal to the full replacement cost value of the Building (but excluding exclusive of foundations and those items set forth in the cost preceding parenthetical in this sentence), covering fire, vandalism, malicious mischief, extended coverage and so-called “all risk”; (b) rental interruption insurance sufficient to cover at least twelve (12) months of excavationrents from the Property and Landlord’s rental losses during such 12-moonth period, foundationsand (c) commercial general liability insurance against claims of bodily injury (including, underground utilities without limitation, sickness, disease, and footings, death resulting therefrom) and property damage which may be claimed to have occurred from and after the date any of the Tenant Parties shall first enter the Premises arising out of Landlord’s operation of the Property of not less than Two Million Dollars ($2,000,000). Landlord shall also carry umbrella liability coverage in an amount of no less than Ten Million Dollars ($10,000,000). Such liability policy shall also include contractual liability coverage covering Landlord’s liability assumed under this Lease under Section 14.2. The foregoing insurance may be maintained in the form of a blanket policy covering the Property as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsother properties owned by Landlord and Landlord’s affiliates. Such The insurance required pursuant this paragraph shall be obtained at the expense effected with insurers with a rating of Landlord (but with the same to be included not less than “A-/VII” in the Operating Expenses) current Best’s Insurance Reports, and payments for losses thereunder shall be made solely authorized to do business in the Commonwealth of Massachusetts under valid and enforceable policies. Landlord. If ’s insurance policies may include deductibles under its property insurance policies insuring the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in Property not exceeding a commercially reasonable policy amountamount (Tenant hereby agreeing that, as of the Term Commencement Date, $25,000 is a commercially reasonable deductible). Such insurance Landlord shall be in addition to, and not in lieu of, insurance required deliver to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to Tenant certificates evidencing the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsrequired hereunder upon Xxxxxx’s request.

Landlord’s Insurance. During the Term, Landlord shall secure and maintain (with place insurance coverage on the cost of same Project, which coverage, subject to be included in Operating Expenses):availability at reasonable cost, shall include the following: (a) All-all risks property insurance on for the full reconstruction value of the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request determined by Landlord.; (b) Commercial general as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by Landlord from time to time which would be required to rebuild the Project in the event of the complete destruction thereof; (c) comprehensive boiler and machinery insurance, including repair or replacement and rental income coverage; (d) plate glass insurance if deemed appropriate by Landlord; (e) bodily injury and property damage liability insurance; and (f) such other insurance which is or may become customary or reasonable for owners of projects similar to the Project to carry in respect of loss of, or damage to, the Project or liability arising therefrom. The insurance referred to in this Section 9.01 shall be carried in amounts determined reasonably by Landlord and shall be obtained from a commercially reasonable policy amountcompany or companies and be of a type and form satisfactory to Landlord. Such The insurance shall be written in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying name of such insurance shall be deemed to be an indemnity by Landlord with respect loss payable to Landlord and to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to timetime if required by Landlord. At the Tenant's request and at the cost, carry if any, of the Tenant, the Landlord will use its reasonable efforts to obtain a waiver of the insurer's right of subrogation against the Tenant under the policies of insurance referred to in amounts greater and/or subsections 9.01(a), (b) and (c). Notwithstanding any contribution by Tenant to insurance premiums as provided for coverage additional in this Lease, no insurable interest is conferred upon Tenant under policies carried by Landlord. Except as specifically provided in this Lease, Landlord shall in no way be accountable to Tenant regarding the use of the insurance proceeds arising from any claim. Nothing contained in this Lease shall require Landlord to insure any of Tenant's equipment or stock, Leasehold Improvements, fixtures or any other property owned or brought into the Leased Premises by Tenant whether affixed to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsBuilding or not.

Landlord’s Insurance. At all times during the Lease Term, Landlord shall secure maintain in full force and maintain (effect the following policies of insurance, with the cost of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized companies admitted to do business in Californiathe State in which the Building is located: (i) Commercial General Liability Insurance (1986 ISO form or its equivalent) in the amount of at least One Million and 00/100 Dollars ($1,000,000.00) per occurrence, with a General Aggregate limit per location of at least Two Million and 00/100 Dollars ($2,000,000.00). (ii) Umbrella Liability coverage in an the amount of at least Four Million and 00/100 Dollars ($4,000,000.00). (iii) The equivalent of ISO Special Form Property Insurance providing protection to the extent of not less than 90% eighty percent (80%) of the replacement cost of the Building building in which the Premises is located (but excluding less the cost of excavation, foundations, underground utilities foundations and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsincluding Tenant’s permanent leasehold improvements. Such insurance Nothing herein shall be obtained at construed to require Landlord to insure those items that Tenant is obligated to insure pursuant to Paragraph 16(a)(i)(B) above. In order to assist Landlord in deciding the expense amount of Landlord (but with the same to be included insurance which it will obtain for Tenant’s permanent leasehold improvements in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building StandardPremises, Tenant shall promptly pay furnish to Landlord, upon the excess amount completion of any its initial upfitting, and thereafter upon the premiums upon request completion of any alterations or further improvements, such evidence as Landlord may reasonably require as to the cost or value thereof. Landlord shall not be bound by such information. If Tenant fails to deliver such information to Landlord. (b) Commercial general liability , and as a result, Landlord does not carry sufficient insurance in on Tenant’s permanent leasehold improvements to cover the full replacement cost thereof following a commercially reasonable policy amount. Such insurance casualty, then Tenant shall be in addition to, and not in lieu of, entitled only to the insurance required to be coverage actually maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to Tenant’s leasehold improvements, and shall have no claim against Landlord, or any claimother proceeds of Landlord’s insurance policy, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsdeficiency.

Landlord’s Insurance. During the Term, Landlord shall secure and maintain keep in effect (with the cost of same to be included in Operating Expenses): (ai) All-risks commercial property insurance on the Project Base Building (excluding leasehold improvementsbut not on the Tenant Improvements or any Alterations or any of Tenant’s personal property), and (ii) a policy or policies of commercial general liability insurance insuring against liability arising out of the risks of death, bodily injury, property damage and on all personal injury liability with respect to the Building Standard leasehold improvementsand Property and (iii) such other types of insurance coverage, if any, as Landlord, in Landlord’s good faith discretion, may elect to carry. Said Landlord’s commercial property insurance shall be issued by provide protection against any peril included within the classification “Special Causes of Loss” inclusive of standard fire and binding upon a solvent insurance company authorized to do business extended coverage insurance, including endorsements against vandalism, malicious mischief and other perils, all in California, in an amount amounts not less than 90% one hundred percent (100%) of their full replacement cost (this policy amount will not apply to any earthquake insurance coverage or flood insurance Landlord elects to maintain). Landlord’s policy shall include (i) an “extended coverage” endorsement, and (ii) a “building laws” and/or “law and ordinance” coverage endorsement that covers “costs of demolition,” “increased costs of construction” due to changes in building codes and “contingent liability” with respect to undamaged portions of the replacement cost Building, and (iii) an “earthquake sprinkler leakage” endorsement. In the event that Landlord elects to self-insure for any of the Building (but excluding the cost of excavationforegoing, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject such right to reasonable deductions. Such insurance self-insure shall be obtained at the expense of conditioned upon Landlord (but adopting and complying with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such self-insurance shall be in addition toprogram, including maintaining adequate reserves and not in lieu of, adhering to prudent self-insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationspractices.

Landlord’s Insurance. During the Term, the Landlord shall secure place insurance coverage on and maintain (with respect to the cost of same Project excluding the area(s) to be included insured by the Tenant as set out in Operating Expenses):Section 9.02, which coverage shall include the following: (a) All-all risks property insurance on for the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% full reconstruction value of the replacement cost Project, excluding Leasehold Improvements and any other property that is the responsibility of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations other tenant or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount occupant of the premiums upon request Project to insure, as determined by the Landlord.; (b) Commercial as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by the Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by the Landlord from time to time which would be required to rebuild and, if necessary, to re-tenant the Project in the event of the complete destruction thereof (but in any event at least 12 months); (c) boiler and machinery insurance, including repair or replacement and rental income coverage, if applicable; (d) plate glass insurance (not including plate glass fronting or within the Leased Premises) if deemed appropriate by the Landlord; (e) commercial general liability insurance including public liability and property damage insurance, with limits of at least $5,000,000.00 per occurrence covering claims for personal injury and property damage arising out of all operations in a commercially connection with the management and administration of the Project; and (f) such other insurance which is or may become customary or reasonable policy amountfor owners of projects similar to the Project to carry in respect of loss of, or damage to, the Project or liability arising therefrom. Such The insurance referred to in this Section shall be carried in amounts determined reasonably by the Landlord. The insurance shall be written in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying name of such insurance shall be deemed to be an indemnity by the Landlord with respect loss payable to the Landlord and to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to time. The policies of insurance referred to in Subsections 9.01(a), carry insurance in amounts greater and/or for coverage additional (b), (c), (d) and (e) shall contain a waiver of the insurer’s right of subrogation as against the Tenant. Notwithstanding any provision of this Lease to the coverage contrary, the Landlord hereby waives its right of recovery against the Tenant, its employees and amounts set forth abovethose for whom the Tenant is in law responsible with respect to all Claims required to be insured against by the Landlord hereunder. Notwithstanding any contribution by the Tenant to insurance premiums as provided for in this Lease, no insurable interest is conferred upon the Tenant under policies carried by the Landlord. Except as specifically provided in this Lease, the Landlord may also, at its election, satisfy shall in no way be accountable to the requirements Tenant regarding the use of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsinsurance proceeds arising from any Claims.

Landlord’s Insurance. Landlord shall secure insure the Building (including -------------------- the Building Structure and maintain (Building Systems) and the Project during the Lease Term against loss or damage due to fire and other casualties covered within the classification of fire and extended coverage, vandalism coverage and malicious mischief, sprinkler leakage, water damage and special extended coverage. Such coverage shall be in such amounts, from such companies, and on such other TCCs, as Landlord may from time to time reasonably determine, provided that to the extent consistent with the cost practices of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% landlords of the Comparable Buildings, such coverage shall (i) be for full replacement cost of the Building and the Project in compliance with all then existing Applicable Law; (but excluding ii) provide for rent continuation insurance equal to at least twelve months rent; and (iii) be with companies and have policies meeting the cost criteria set forth in Section 10.4(iii) ----------------- in this Lease. Additionally, at the sole option of excavationLandlord, foundationssuch insurance coverage may include the risks of earthquakes and/or flood damage and additional hazards, underground utilities a rental loss endorsement and footingsone or more loss payee endorsements in favor of the holders of any mortgages or deeds of trust encumbering the interest of Landlord in the Building or the ground or underlying lessors of the Building, as well as any equipment, fixtures, personal property of Tenant or any Alterations)portion thereof. In addition, subject to reasonable deductionsLandlord shall maintain a Commercial General Liability Insurance policy covering the insured against claims of bodily injury and personal injury, for limits of liability not initially less than $5,000,000 each occurrence and $5,000,000 annual aggregate for each of bodily injury and personal injury. Such Notwithstanding the foregoing TCCs of this Section ------- 10.6, the coverage and amounts of insurance shall be obtained carried by Landlord in connection ---- with the Building need only, at the expense option of Landlord (but with the same to Landlord, be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements comparable to the Leased Premises coverage and amounts of insurance which are above Building Standard, Tenant shall promptly pay the excess amount carried by reasonably prudent landlords of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toComparable Buildings, and not in lieu of, insurance Worker's Compensation and Employee's Liability coverage as required to be maintained by Applicable Law. Upon inquiry by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry Landlord shall inform Tenant of all such insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationscarried by Landlord.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same With respect to be included in Operating Expenses):insurance maintained by Landlord: (a) AllLandlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance in so-risks property insurance on called special form coverage insuring Landlord (and such others as Landlord may designate) against loss from physical damage to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of rents for a period of not less than six months. Such fire and property damage insurance, at Landlord’s election but without any requirements on Landlord’s behalf to do so, (i) may be written in so-called “all risk” form, excluding only those perils commonly excluded from such coverage by Landlord’s then property damage insurer; (ii) may provide coverage for physical damage to the Building improvements so insured for up to the entire full actual replacement cost thereof; (but excluding the cost iii) may be endorsed to cover loss or damage caused by any additional perils against which Landlord may elect to insure, including earthquake and/or flood; and/or (iv) may provide coverage for loss of excavationrents for a period of up to twelve months. Landlord shall not be required to cause such insurance to cover any of Tenant’s personal property, foundationsinventory, underground utilities and footings, as well as any equipment, trade fixtures, personal property of Tenant or any Alterations)modifications, subject alterations or improvements made or constructed by Tenant to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements Premises. Landlord shall use commercially reasonable efforts to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordobtain such insurance at competitive rates. (b) Commercial Landlord shall maintain commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toinsuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death, and not in lieu ofdamage to property occurring in, on or about, or resulting from the use or occupancy of the Property, or any portion thereof, with combined single limit coverage of at least Ten Million Dollars ($10,000,000). Landlord may carry such greater coverage as Landlord or Landlord’s Lender, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimbroker, liability, loss, cost advisor or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion counsel may from time to timetime determine is reasonably necessary for the adequate protection of Landlord, carry insurance in amounts greater and/or for coverage additional to the coverage Property, and amounts set forth above. the Project. (c) Landlord may alsomaintain boiler and machinery insurance to limits sufficient to restore the Building. (d) Landlord may maintain any other insurance which in the opinion of its insurance broker, at its electionadvisor or legal counsel is prudent to carry under the given circumstances, satisfy the requirements provided such insurance is commonly carried by owners of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsproperty similarly situated and operating under similar circumstances.

Landlord’s Insurance. During the Term, the Landlord shall secure place insurance coverage on and maintain (with respect to the cost of same Project excluding the area(s) to be included insured by the Tenant as set out in Operating Expenses):Section 9.02, which coverage shall include the following, if available at reasonable cost in the opinion of the Landlord: (a) All-all risks property insurance on for the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% full reconstruction value of the replacement cost of the Building (but Project, excluding the cost of excavation, foundations, underground utilities and footingsLeasehold improvements, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at determined by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.: (b) Commercial as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by the Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by the Landlord from time to time which would be required to rebuild and, if necessary, to re-tenant the Project in the event of the complete destruction thereof: (c) boiler and machinery insurance, including repair or replacement and rental income coverage, if applicable; (d) plate glass insurance (not including plate glass fronting or within the Leased Premises) if deemed appropriate by the Landlord; (e) comprehensive general liability insurance; and (f) such other insurance which is or may become customary or reasonable for owners of projects similar to the Project to carry in a commercially reasonable policy amountrespect of loss of, or damage to, the Project or liability arising therefrom. Such The Insurance referred to in this Section shall be carried in amounts determined reasonably by the Landlord. The insurance shall be written in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying name of such insurance shall be deemed to be an indemnity by the Landlord with respect loss payable to the Landlord and to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to time. The policies of insurance referred to in Subsections 9.01(a), carry insurance (b), (c), (d) and (e) shall contain a waiver of the insurer's right of subrogation as against the Tenant. The Landlord hereby waives its right of recovery against the Tenant, its employees and those for whom the Tenant is in amounts greater and/or for coverage additional law responsible with respect to occurrences required to be insured against by the Landlord hereunder. Upon the occurrence of any loss which by this Lease the Landlord is required to insure against, the Tenant shall pay to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements Tenant's Proportionate Share of this Section 6.4 via the procurement of “blanket policies” all applicable deductibles under such policies of insurance. Notwithstanding any contribution by the Tenant to Insurance premiums as provided for in this Lease, insuring no insurable interest is conferred upon the Tenant under policies carried by the Landlord. Except as specifically provided in this Lease, the Landlord shall in no way be accountable to the Tenant regarding the use of the insurance proceeds arising from any Claims. The Landlord shall allocate (in circumstances where the insurer or the insurer's agent falls to do so) the cost of premiums to the Building and any other parties and/or of the Project Components (and such other locationsproperties as may be appropriate), covered by the insurance policy on an equitable basis having regard, without limitation, to the various uses and values of the subject Project Components and any other properties so included and the recommendation of the Landlord's insurance broker.

Landlord’s Insurance. Landlord shall secure at all times during the term -------------------- of this Lease maintain in effect a policy or policies of "All Risk" insurance, together with sprinkler leakage and maintain vandalism and malicious mischief coverage, covering one hundred percent (with 100%) of the full replacement cost valuation of same the Building, and Landlord's personal property including its business papers, furniture, fixtures and equipment (collectively, "Landlord's Property"), subject to be included commercially reasonable deductibles, in Operating Expenses): the event of fire, lightning, windstorm, vandalism, malicious mischief and all other risks normally covered by "all risk" policies carried by landlords of comparable buildings in the vicinity of the Building. Landlord shall also obtain and keep in full force (a) All-risks a policy of commercial general liability and property damage insurance, (b) loss of rent insurance on and (c) workers' compensation insurance, all such insurance being in amounts and with deductibles comparable to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance being carried by landlords of Comparable Buildings provided, however, that the foregoing shall not be applicable to Landlord's lender which shall be issued by and binding upon a solvent responsible to provide such coverage as the lender then utilizes under its insurance company authorized program for buildings similar to do business in Californiathe Building if such lender becomes responsible under this Lease to provide such insurance. To the extent Landlord is constructing the Tenant Improvements, Landlord shall (i) carry "all risk" property policy covering the Tenant Improvements in an amount not less than 90% one hundred percent (100%) of the full replacement cost valuation naming Landlord's Agents as the insured and Tenant as an additional insured to the extent of Tenant's interest in the Building Tenant Improvements, (ii) cause the contractors and subcontractors to carry a policy of contractor's liability insurance with a policy limit of $1,000,000 and (iii) cause the its contractors and subcontractors to carry Commercial General Liability and Comprehensive Automobile Liability Insurance, including the ownership, maintenance and operation of any automotive equipment, owned, hired, or non-owned in an amount not less than Five Hundred Thousand Dollars ($500,000) for each person in one accident, and One Million Dollars ($1,000,000) for injuries sustained by two or more persons in any one accident and property damage liability in an amount not less than One Million Dollars ($1,000,000) for each accident . Landlord may also, but excluding shall not be required to, maintain flood and earthquake insurance with respect to the Building, rental interruption insurance assuring that the rent under this Lease will be paid to Landlord for a period of not less than twelve (12) months if the Premises are destroyed or rendered inaccessible by a risk insured against under the foregoing coverage, and any other types of insurance that Landlord, in its business judgment, may determine is necessary or desirable to obtain and is maintained by landlords of Comparable Buildings. The cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such all such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums Expenses to be paid reimbursed by Tenant to Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements pursuant to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by LandlordParagraph 3. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) AllThe Landlord shall take out and maintain the insurance specified in sections 12.3(a)(i), 12.3(a)(ii), 12.3(a)(iii) and 12.3(a)(iv) throughout the Term and may take out the insurance contemplated by section 12.3(a)(v) at such times as the Landlord may determine: (i) “all-risks risks” property insurance on the Project (excluding leasehold improvements) Building and on all Building Standard leasehold improvements. Said insurance shall be issued property owned by and binding upon a solvent insurance company authorized the Landlord relative to do business in California, in the Development for an amount not less than 90% replacement cost thereof from time to time (including foundations), against loss or damage by perils or hereafter from time to time embraced by or defined in a standard all-risk insurance policy including but not limited to fire, explosion, impact by air craft or vehicles, lightning, riot, vandalism, malicious acts, smoke, leakage from defective equipment, wind storm, hail, collapse, flood or earthquake; (ii) boiler, pressure vessels, air-conditioning equipment and miscellaneous electrical apparatus and machinery insurance on the equipment contained in the Building which is owned by the Landlord and on a broad form blanket cover repair and replacement basis; (iii) “all-risk” rent and rental value insurance insuring loss of insurable gross profits attributable to the perils insured against by the Landlord, including loss of rent and other amounts receivable from tenants in the Development (assuming full occupancy of the replacement cost Building), including, without limitation, the Rent payable under this Lease, for an indemnity period of not less than 12 months; (iv) commercial general liability insurance on an occurrence basis with respect to the Landlord’s operations in the Development, such coverage to include the Landlord’s Employees and its contractors, subcontractors and agents while working on behalf of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsLandlord. Such insurance policy shall be obtained at the expense contain a limit of Landlord (but with the same to be included not less than $2,000,000.00 per occurrence and in the Operating Expensesaggregate; and (v) any other form or forms of insurance as the Landlord or its Mortgagee may reasonably require from time to time for insurance risks and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordin amounts against which a prudent landlord would protect itself. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry All such insurance nor policies may contain such deductibles as would be carried by a prudent owner of a similar development. (c) Despite the carrying Landlord’s covenants in section 12.3(a) and the Tenant’s contributions towards the cost of such the Landlord’s insurance: (i) no insurable interest is conferred upon the Tenant under any policies of insurance shall be deemed carried by the Landlord; (ii) the Tenant is not entitled to be an indemnity share in or receive the benefit of any portion of any insurance proceeds received by the Landlord; and (iii) the Tenant is not relieved of any liability arising from or contributed to by its negligence or wilful acts or omissions. The Landlord with respect is not accountable to the Tenant regarding the use of any insurance proceeds arising from any claim, liability, loss, cost or expense due, in whole or in part, and the Landlord is not obliged on account of such contributions to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional apply such proceeds to the coverage repair or restoration of that which was insured, unless otherwise provided in this Lease. If the Tenant wishes to receive indemnity by way of insurance for any property, work or thing whatever, the Tenant shall insure same for its own account and amounts set forth above. shall not look to the Landlord may alsofor reimbursement or recovery in the event of loss or damage from any cause, at its election, satisfy whether or not the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLandlord has insured same and recovered therefor.

Landlord’s Insurance. Landlord shall secure insure the Base Building and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) during the Lease Term against loss or damage due to fire and other casualties covered within the classification of fire and extended coverage, vandalism coverage and malicious mischief, sprinkler leakage, water damage and special extended coverage. In no event shall the scope of property damage coverage maintained by Landlord be less than that commonly known as “Causes of Loss-Special Form”, which is also known as “All Risk”. Such coverage shall be in such amounts and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footingssuch other terms, as well as any equipmentLandlord may from time to time reasonably determine and be underwritten by insurers with a minimum AM Best rating of A-:VII; provided, fixtureshowever, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to that Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial ’s commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall shall, at all times during the Lease Term, be in addition to, and not in lieu of, insurance amounts at least equal to those amounts required to be maintained carried by TenantTenant under Section 10.3 above. Neither Additionally, at the sole option of Landlord's obligation to carry , such insurance nor coverage may include the carrying risks of such insurance earthquakes and/or flood damage and additional hazards, a rental loss endorsement and one or more loss payee endorsements in favor of the holders of any mortgages or deeds of trust encumbering the interest of Landlord in the Project or the ground or underlying lessors of the Project, or any portion thereof. Landlord shall be deemed to be an indemnity by Landlord also maintain Commercial General Liability Insurance, including contractual liability coverage, of at least Five Million and 00/100 Dollars ($5,000,000.00) during the Lease Term covering claims for bodily injury, personal injury and property damage in the Common Areas and with respect to any claimLandlord’s activities in the Premises. As of the date of mutual execution and delivery of this Lease, liabilitythe deductible due under Landlord’s property insurance is Ten Thousand Dollars ($10,000.00), lossand the deductible with respect to Landlord’s Commercial General Liability Insurance is Five Thousand Dollars ($5,000.00) (both of which deductible levels shall be subject to change). Notwithstanding the foregoing terms of this Section 10.7, cost or expense due, the coverage and amounts of insurance carried by Landlord in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional connection with the Project shall at a minimum be comparable to the coverage and amounts set forth above. of insurance which are generally carried by reasonable institutional landlords of Comparable Buildings (but in no event shall Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of be required to carry earthquake insurance, insuring other parties and/or other locations).

Landlord’s Insurance. Landlord shall secure maintain in full force and maintain (effect during the Lease Term, subject to reimbursement as provided in Article 4, policies of insurance which afford such coverages as are commercially reasonable and as are consistent with other properties in Landlord's portfolio. Notwithstanding the cost foregoing, Landlord shall obtain and keep in force during the Lease Term, as an item of same to be included in Operating Expenses): (a) All-risks property insurance , a policy or policies in the name of Landlord, with loss payable to Landlord and to the holders of any mortgages, deeds of trust or ground leases on the Project Premises (excluding leasehold "Lender(s)"), insuring loss or damage to the Building, including all improvements, fixtures (other than trade fixtures) and on permanent additions. However, all Building Standard leasehold improvements. Said insurance alterations, additions and improvements made to the Premises by Tenant shall be issued insured by and binding upon a solvent Tenant rather than by Landlord as provided in Section 10.3.2(ii) above. The amount of such insurance company authorized procured by Landlord shall be equal to do business in California, in an amount not less than 90% at least eighty percent (80%) of the full replacement cost of the Building (but excluding the cost of excavationBuilding, foundations, underground utilities including all improvements and footings, permanent additions as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion exist from time to time, carry or the amount required by Lenders. At Landlord's option, such policy or policies shall insure against all risks of direct physical loss or damage (including, without limitation, the perils of flood and earthquake), including coverage for any additional costs resulting from debris removal and reasonable amounts of coverage for the enforcement of any ordinance or law regulating the reconstruction or replacement of any undamaged sections of the Building required to be demolished or removed by reason of the enforcement of any building, zoning, safety or land use laws as the result of a covered cause of loss. If any such insurance coverage procured by Landlord has a deductible clause, the deductible shall not exceed commercially reasonable amounts, and in amounts greater and/or for coverage additional the event of any casualty, the amount of such deductible shall be an item of Operating Expenses as so limited. Notwithstanding anything to the coverage contrary contained herein, to the extent the cost of maintaining insurance with respect to the Building and/or any other buildings within the Project is increased as a result of Tenant's acts, omissions, use or occupancy of the Premises, Tenant shall pay one hundred percent (100%) of, and amounts set forth above. Landlord may alsofor, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationssuch increase(s) as Additional Rent.

Landlord’s Insurance. The Landlord shall secure and maintain (with throughout the cost of same to be included in Operating Expenses):Term carry: (a) All“all-risks risks” property insurance on the Project (excluding leasehold improvements) and Building in amounts sufficient to fully cover, on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost basis without deduction for depreciation, the Building, and the machinery, boilers and equipment contained therein for servicing the Building and owned by the Landlord or the owners of the Building (but excluding any property with respect to which the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterationsis obliged to insure pursuant to Section 7.1), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.; (b) Commercial rental income insurance to cover all loss of rents for a period of 12 months; (c) commercial general liability insurance on an occurrence basis, against claims for bodily injury, personal injury and property damage with respect to the Landlord’s operations in a commercially reasonable policy amountthe Building, with limits of $5,000,000.00 per occurrence and in the annual aggregate; (d) rental loss insurance; and (e) such other forms of insurance as the Landlord reasonably considers advisable. Such insurance shall be in addition tosuch reasonable amounts and with such reasonable deductions as would be carried by a prudent landlord of a property similar to the Building, having regard to size, age and not location. The Landlord shall, upon request, provide a copy of an insurance certificate to the Tenant evidencing the placement of such insurance. Notwithstanding the Landlord’s covenant contained in lieu ofthis Section 7.5 and notwithstanding any contribution by the Tenant to the cost of the Landlord’s insurance premiums, the Tenant agrees that no insurable interest is conferred upon the Tenant under any policies of insurance required carried by the Landlord and the Tenant has no right to be maintained by Tenant. Neither Landlord's obligation to carry receive any proceeds of any such insurance nor policies carried by the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLandlord.

Landlord’s Insurance. Beginning on the date of this Lease and at all times thereafter during the term of this Lease, Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses):maintain: (a) Allstandard all-risks property insurance on the Project risk fire (excluding leasehold improvementsboiler and machinery coverage) and on all casualty insurance, covering the Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized in amounts at least equal to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (time in question, but with the same in no event less than such coverage as is required to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.avoid coinsurance provisions; (b) Commercial general commercial liability insurance with minimum limits of $5,000,000 for injury to or death of one or more persons in a commercially reasonable policy amountany one occurrence and for damage to or destruction of property in any one occurrence; (c) employer's liability insurance for bodily injury; (d) excess liability insurance; (e) worker's compensation insurance in statutory limits; and (f) such other insurance coverage as is customarily carried in respect of Comparable Buildings. Such insurance The limits shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity increased by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to timetime during the term of this Lease to at least such minimum limits as shall then be customary in respect of Comparable Buildings. All policies of insurance required hereby shall provide, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth aboveextent available, that they will not be cancelled upon less than thirty (30) days' prior notice to Tenant. Landlord may also, at its election, satisfy shall furnish Tenant a certificate or certificate of insurance certifying that the requirements insurance coverage required hereby is in force. Any insurance required by the terms of this Section 6.4 via Lease to be carried by Landlord may be under a blanket policy (or policies) covering other properties of Landlord and/or its related or affiliated corporations. If such insurance is maintained under a blanket policy, Landlord shall procure and deliver to Tenant a statement from the procurement insurer or general agent of “blanket policies” of insurance, insuring other parties and/or other locationsthe insurer setting forth the coverage maintained and the amounts thereof allocated to the risks intended to be insured hereunder.

Landlord’s Insurance. (i) Subject to the provisions of paragraph 11 hereof, the Landlord shall secure shall, at all times throughout the Term of this Lease, take out and maintain insurance covering: (1) the Building and the machinery, boilers and equipment contained therein and owned by the Landlord (specially excluding any property with respect to which the Tenant and the other tenants of the Building are obliged to insure pursuant to paragraph 10(b) hereof or similar sections in their respective leases) against damage by fire and extended perils coverage including (where applicable) sprinkler leakage, earthquake, flood and collapse in an amount of not less than the full replacement cost thereof, and with such reasonable deductions as would be carried by a prudent owner of similar building, having regard to the size, age and location of the Building; (2) to the extent applicable, the repair and replacement of heating and air-conditioning equipment and miscellaneous electrical apparatus on a broad form blanket coverage basis; (3) loss of insurable gross profits attributable to all perils insured against by the Landlord or commonly insured against by prudent landlords, including loss of all rentals receivable from tenants in the Building in accordance with the provisions of their respective leases, including Minimum rent and additional rent in such amount as the Landlord or the Landlord's mortgagee from time to time requires; (4) public liability and property damage including the exposure of personal injury, bodily injury, property damage occurrence, in such reasonable amounts and with such reasonable deductions as would be carried by a prudent owner of a similar building, having regard to the size, age and location of the Building; and (5) any other form of insurance which the landlord or the Landlord's mortgagee reasonably require from time to time for insurable risk and in amounts against which a prudent landlord would insure. (ii) Notwithstanding any contribution by the Tenant to the cost of same to be included insurance premiums in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% respect of the replacement cost of insurance maintained by the Landlord For the Building (but excluding as herein provided, the cost Tenant acknowledges and agrees that no insurable interest is conferred upon the Tenant under any policies of excavation, foundations, underground utilities insurance carried by the Landlord and footings, as well as the Tenant has no right to receive any equipment, fixtures, personal property proceeds of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at policies carried by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall, at all times throughout the Term, carry: (a) broad form property of every description (POED) insurance on the Building and Comprehensive Boiler and Machinery insurance on the equipment contained therein and owned by the Landlord (specifically excluding any property with respect to which the Tenant and other tenants are obliged to insure pursuant to Section 11.1 or similar sections of their respective leases), such insurance endorsed to cover the gross rental value of the Building, all in such reasonable amounts and with such reasonable deductibles as would be carried by a prudent owner of a reasonably similar building, having regard to size, age and location. Without limiting the generality of the foregoing, the Landlord shall secure be entitled to effect and maintain during the Term, property and business interruption insurance that would provide for, to the extent available on commercially reasonable terms, environmental or other building accreditation recertification costs, sustainable re-engineering or sustainability design costs incurred after a loss, the incremental costs of debris removal and recycling after a loss, and any additional reconstruction costs associated with reconstruction of the Building to a leading energy conservation and/or sustainability standard equivalent to or greater than any certification or designation of the Building at the time of the damage; (b) commercial general liability (CGL) insurance with respect to the Landlord’s operations in the Building in such reasonable amounts and with such reasonable deductibles as would be carried by a prudent owner of a reasonably similar building, having regard to size, age and location; and (c) such other form or forms of insurance as the Landlord or the mortgagee reasonably considers advisable. The cost of same to such insurance shall be included in Operating Expenses): (a) All-risks property insurance on . Notwithstanding the Project (excluding leasehold improvements) Landlord’s covenant contained in this Section 11.4 and on all Building Standard leasehold improvements. Said insurance shall be issued notwithstanding any contribution by and binding upon a solvent insurance company authorized the Tenant to do business in California, in an amount not less than 90% of the replacement cost of the Building Landlord’s insurance premiums provided herein, the Tenant acknowledges and agrees that (but excluding i) the cost Tenant is not relieved of excavationany liability arising from or contributed to by its acts, foundationsfault, underground utilities negligence or omissions; (ii) no insurable interest is conferred on the Tenant under any policies of insurance carried by the Landlord; and footings, as well as (iii) the Tenant has no right to receive any equipment, fixtures, personal property proceeds of Tenant or any Alterations), subject to reasonable deductions. Such such insurance shall be obtained at policies carried by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. (i) Subject to the provisions of Paragraph 11 hereof, the Landlord shall secure shall, at all times throughout the Term of this Lease, take out and maintain insurance covering: (1) the Building (excluding the foundations and excavations) and the machinery, boilers and equipment contained therein and owned by the Landlord (specifically excluding any property with respect to which the Tenant and the other tenants of the Building are obliged to insure pursuant to Paragraph 10(b) hereof or similar sections in their respective leases) against damage by fire and extended perils coverage including (where applicable) sprinkler leakage, earthquake, flood and collapse in an amount of not less than the full replacement cost thereof, and with such reasonable deductions as would be carried by a prudent owner of a similar building, having regard to the size, age and location of the Building; (2) the repair and replacement of boilers, pressure vessels, air-conditioning equipment and miscellaneous electrical apparatus on a broad form blanket coverage basis; (3) loss of insurable gross profits attributable to all perils insured against by the Landlord or commonly insured against by prudent landlords, including loss of all rentals receivable from tenants in the Building in accordance with the provisions of their respective leases, including Minimum Rent and additional rent in such amount as a prudent landlord would insure; (4) public liability and property damage including the exposure of personal injury, bodily injury, property damage occurrence, owner’s protective coverage and contractual obligations coverage, in such reasonable amounts and with such reasonable deduction as would be carried by a prudent owner of a similar building, having regard to the size, age and location of the Building; and (5) any other form of insurance which the Landlord or the Landlord’s mortgagee reasonably requires from time to time for insurable risk and in amounts against which a prudent landlord would insure. (ii) Notwithstanding any contribution by the Tenant to the cost of same to be included insurance premiums in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% respect of the replacement cost of insurance maintained by the Landlord for the Building (but excluding as herein provided, the cost Tenant acknowledges and agrees that no insurable interest is conferred upon the Tenant under any policies of excavation, foundations, underground utilities insurance carried by the Landlord and footings, as well as the Tenant has no right to receive any equipment, fixtures, personal property proceeds of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at policies carried by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure purchase, as part of Landlord’s Operating Costs, and maintain (keep in force during the Term, the following insurance with the cost of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company companies licensed or authorized to do business in Californiathe State of Massachusetts: (a) An insurance policy or policies of Special Form (all risk) coverage, in an amount not less than 90covering loss or damage to 100% of the replacement cost of the Building Buildings (but excluding which is agreed to be $34,099,248 as of the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any AlterationsCommencement Date), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because not including any of Tenant's operations ’s property or the contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums Buildings for which Landlord has no responsibility, with a deductible not in excess of $100,000 and with no penalty for unintentional underinsuring (no co-insurance or margin clause), which policy shall include an agreed upon request by Landlord.value endorsement and coverages for contingent liability from the operation of building laws, demolition costs and increased costs of construction; (b) Commercial general liability General Liability Insurance pertaining to the Premises, and bodily injuries, death and property damage arising or occurring therein on an occurrence form including premises, operations, products/completed operations, hazards and contractual coverage with limits of no less than $5,000,000 per occurrence, $10,000,000 General Aggregate and $10,000,000 Completed Operations Aggregate and with a deductible not in excess of $100,000; (c) Boiler and machinery insurance and equipment breakdown insurance covering the Building systems; (d) Such other insurance in a commercially reasonable such amounts and with such policy amount. Such insurance shall provisions as may be in addition to, and not in lieu of, insurance reasonably required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion ’s institutional lender from time to time, carry ; and (e) Such other insurance in amounts greater and/or for coverage additional such amount, and with such policy provisions as may be reasonably required of a prudent owner of the Premises. Notwithstanding anything to the contrary in this Lease, including without limitation Section 3.4, Subsection 3.6.1 or this Subsection 3.6.2, Landlord acknowledges and agrees that (i) Tenant shall not be required to carry environmental pollution liability insurance, nor shall Tenant be required to pay the premiums of such insurance coverage as part of Landlord’s Operating Costs if such coverage is maintained by Landlord, (ii) Tenant shall not be required to carry (or pay the premiums as part of Landlord’s Operating Costs for) loss of “rental value” insurance for any amount in excess of the aggregate sum of Base Rent and amounts set forth aboveAdditional Rent due under the Lease for a period of twelve (12) months, and (iii) Tenant shall not be required to maintain any other property insurance coverage against any risk that is adequately covered by insurance that is maintained by Landlord at Tenant’s expense as part of Landlord’s Operating Costs. As of the Commencement Date, all insurance coverages being carried by Landlord may also, at its election, satisfy pursuant to the requirements of this Subsection 3.6.2 are evidenced by the Certificates of Insurance attached hereto as Exhibit D. With respect to any insurance policy the premium of which is being paid for by Tenant as part of Landlord’s Operating Costs, upon Tenant’s written request Landlord shall deliver a Certificate of Insurance to Tenant. For purposes of Tenant’s payment of Additional Rent, to the extent Landlord pays insurance premiums less frequently than monthly, the cost of the same shall be calculated separately from the other Landlord’s Operating Costs, and Tenant shall have the option to either (i) pay the portion of Landlord’s Operating Costs attributable to such insurance premiums as part of the Estimated Monthly Expense Payments in accordance with Section 6.4 via 3.5 or (ii) pay the procurement portion of “blanket policies” Landlord’s Operating Costs attributable to such insurance premiums on the later of insurance, insuring other parties and/or other locationsfive (5) Business Days after receipt of an invoice from Landlord or fifteen (15) Business Days prior to the date Landlord is obligated to pay the same to the insurance company as specified in a notice from Landlord to Tenant.

Landlord’s Insurance. Landlord shall secure agrees to purchase and maintain (with keep in full force and effect during the cost of same to be included in Operating Expenses): (a) All-risks property Term hereof, including any extensions or renewals thereof, insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be under policies issued by and binding upon a solvent insurance company authorized insurers of recognized responsibility, qualified to do business in California, the State of California on the Building in an amount not less than 90amounts sufficient to cover 100% of the replacement cost thereof, or an amount sufficient to prevent Landlord from becoming a co-insurer under the terms of the applicable policies, insuring against fire and such other risks as may be included in “All Risks” or “Special Form” coverage insurance reasonably available from time to time (which requirement may be achieved through use of a single insurance policy covering multiple buildings owned by Landlord and affiliates of Landlord). Xxxxxxxx agrees to maintain in force during the Term, Commercial General Liability Insurance covering the Building (but excluding the cost of excavationon an occurrence basis against all claims for personal injury, foundationsbodily injury, underground utilities death, and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsdamage. Such insurance shall be obtained at the expense of Landlord for a combined single limit (but with the same to be included each occurrence and in the Operating Expensesaggregate) and payments for losses thereunder shall of not less than Five Million Dollars ($5,000,000.00) (which limit may be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because achieved through use of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenantumbrella coverage). Neither Landlord's ’s obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's ’s negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement Each policy of “blanket policiesAll-Risks” or “Special Form” property insurance required to be maintained by Landlord shall provide that the policy shall not be invalidated should the insured waive in writing prior to a loss, any or all rights of insurance, insuring recovery against any other parties and/or other locationsparty for losses covered by such policy.

Landlord’s Insurance. Landlord shall secure and maintain procure at its expense (but with the cost of same expense to be included in Operating Expenses): Costs as provided in Article 9.2) before the earlier of the Commencement Date, the Delivery Date, the Turnover Date or such earlier access date provided for in Article 5.3 and shall thereafter maintain throughout the Lease Term a policy or policies of all risks (a) Allincluding rent loss coverage in amounts reasonable and customary for first-risks class, high-rise office building projects in metropolitan Richmond, Virginia), real and personal property insurance on covering the Project (Project, including the Tenant Improvements and any Tenant Alterations made in compliance with Article 13.2 hereof, but excluding leasehold improvements) trade fixtures, furniture, equipment, supplies, and on all Building Standard leasehold improvements. Said insurance shall be issued other personal property owned, leased, held or possessed by Tenant and binding upon a solvent insurance company authorized to do business contained in Californiathe Building, in an amount equal to the full insurable replacement value thereof as such may increase from time to time (but such insurance may provide for a reasonable deductible), and in an amount sufficient to comply with any co-insurance requirements in such policy, and a policy of workers’ compensation insurance, if any, as required by applicable law. Prior to the Commencement Date, Landlord shall also procure at its expense (but with the expense to be included in Operating Costs as provided in Article 9.2) and shall thereafter maintain throughout the Lease Term, commercial general liability insurance on an “occurrence” basis, insuring Landlord against liability for injury to or death of a person or persons and for damage to property arising out of any construction work being done on the Property by or on behalf of Landlord or arising out of the condition, use or occupancy of the Project or arising out of the activities of Landlord, its agents, employees or contractors in, on or about the Project, on a combined single limits basis for both personal injury and property damage with minimum limits of not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations)$1,000,000 for each occurrence, subject to reasonable deductionsannual aggregate limits of not less than $2,000,000. Such insurance shall be obtained at the expense also extend to any liability of Landlord arising out of its indemnities in this Lease, other than the indemnity provided in Article 12.2. Prior to the earlier to occur of the Commencement Date, the Delivery Date, the Turnover Date or such earlier access date provided for in Article 5.3, Landlord shall also procure at its expense (but with the same expense to be included in the Operating ExpensesCosts as provided in Article 9.2) and payments for losses thereunder shall be made solely to Landlordthereafter maintain throughout the Lease Term, Excess/Umbrella Liability coverage with limits not less than $10,000,000. If Such coverage shall provide excess coverage above the annual premiums commercial general liability and the employer’s liability policies above. Landlord may also carry such other types of insurance in form and amounts that Landlord shall determine to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion appropriate from time to time, carry insurance in amounts greater and/or for coverage . All such policies procured and maintained by Landlord pursuant to this Article 16.2 shall name Tenant as an additional insured or loss payee as its interests may arise and as permitted by law and shall be carried with companies having a rating pursuant to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements latest edition of this Section 6.4 via the procurement A.M. Best’s Insurance Guide of “blanket policies” of insurance, insuring other parties and/or other locationsA- VII or higher (or an equivalent rating if such publication is discontinued).

Landlord’s Insurance. The Landlord shall secure and maintain (with shall, at all times throughout the cost of same to be included in Operating Expenses):Term carry: (a) All-risks property insurance on the Project Building (excluding leasehold improvementsthe foundations and excavations) and on all Building Standard leasehold improvements. Said insurance shall be issued the machinery, heating, ventilating and air-conditioning systems boilers and equipment contained therein and owned by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but specifically excluding any property with respect to which the same Tenant and other tenants are obliged to insure pursuant to Article 11.1 or similar sections of their respective leases) against damage by fire and extended perils coverage in such reasonable amounts and with such reasonable deductions as would be included in the Operating Expenses) carried by a prudent owner of a reasonably similar commercial development, having regard to size, age and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.location; (b) Commercial general public liability and property damage insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimthe Landlord’s operations in the Building in such reasonable amounts and with such reasonable deductions as would be carried by a prudent owner of a reasonably similar commercial development, liabilityhaving regard to size, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry age and location; (c) rental insurance in amounts greater and/or for coverage additional respect to the coverage tenants of the Building to cover rents and amounts set forth aboveCommon Costs for such reasonable lengths of time as would be carried by a prudent owner of a reasonably similar commercial development having regard to size, age and location; (d) insurance on all boilers, pressure vessels and other objects identified in the “Standard Comprehensive Coverage” form in common usage by boiler and machinery insurers, as presently constituted or the equivalent replacement thereof, with a limit per accident of not less than Twenty Million Dollars ($20,000,000.00); and (e) such other form or forms of insurance as the Landlord reasonably considers advisable. Notwithstanding any contribution by the Tenant to the cost of insurance premiums provided herein, the Tenant acknowledges and agrees that no insurable interest is conferred upon the Tenant under this Lease for purposes of any policies of insurance carried by the Landlord may also, at its election, satisfy and the requirements Tenant has no right to receive any proceeds of this Section 6.4 via any such insurance policies carried by the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLandlord.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property During the Term, Landlord shall maintain, at its sole expense, liability insurance on in the Commercial General Liability form (or reasonable equivalent thereto) covering the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by Landlord's use thereof against claims for bodily injury or death, third party property damage and binding upon a solvent insurance company authorized to do business in Californiaproduct liability occurring upon, in or about the Project, such insurance to be written on an amount occurrence basis (not a claims made basis), to be in combined single limit amounts not less than 90% $3,000,000 and to have general aggregate limits of not less than $5,000,000 for each policy year. The insurance coverage required under this Section 10.03 shall, in addition, extend to any liability of Landlord arising out of the replacement cost of indemnities provided for in Section 11.01 and, if necessary, the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject policy shall contain a contractual endorsement to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordthat effect. (b) Commercial general liability insurance During the Term Landlord shall keep the Project insured against loss or damage by fire and the perils covered under standard "all-risk," "special form" coverage in the amount of the full replacement cost of the Building, exclusive of excavation, footings and foundation, with a commercially reasonable policy amount. Such insurance deductible for which Tenant shall be in addition tofully responsible (for purposes of this Lease, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying a deductible amount of such insurance $100,000 shall be deemed to be an indemnity by Landlord with respect to reasonable). Lender and Tenant shall be named in such policy or policies as additional insureds as their respective interests may appear. All cost of such insurance and payment of any claim, liability, loss, cost or expense due, in whole or in part, to deductible under such coverage shall be Tenant's negligent acts or omissions or willful misconductexpense and shall be deemed to be Additional Rent under this Lease. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry Landlord's insurance in amounts greater and/or for coverage additional to required hereunder shall comply with the coverage and amounts set forth provisions of Section 10.02 above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. During the Term, the Landlord shall secure place insurance coverage on and maintain (with respect to the cost of same Project excluding the area(s) to be included insured by the Tenant as sat out in Operating Expenses):Section 9.02, which coverage shall include the following, if available at reasonable cost in the opinion of the Landlord: (a) All-all risks property insurance on for the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% full reconstruction value of the replacement cost of the Building (but Project, excluding the cost of excavation, foundations, underground utilities and footingsLeasehold Improvements, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at determined by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.; (b) Commercial as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by the Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by the Landlord from time to time which would be required to rebuild and, if necessary, to re-tenant the Project in the event of the complete destruction thereof; (c) boiler and machinery insurance, including repair or replacement and rental income coverage, if applicable; (d) plate glass insurance (not including plate glass fronting or within the Leased Premises) if deemed appropriate by the Landlord; (e) commercial general liability insurance; and (f) such other insurance which is or may become customary or reasonable for owners of projects similar to the Project to carry in a commercially reasonable policy amountrespect of loss of, or damage to, the Project or liability arising therefrom. Such The insurance referred to in this Section shall be carried in amounts determined reasonably by the Landlord. The insurance shall be written in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying name of such insurance shall be deemed to be an indemnity by the Landlord with respect loss payable to the Landlord and to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to time. The policies of insurance referred to in Subsections 9.01(a), carry insurance (b), (c), (d) and (e) shall contain a waiver of the insurer’s right of subrogation as against the Tenant. The Landlord hereby waives its right of recovery against the Tenant, its employees and those for whom the Tenant is in amounts greater and/or for coverage additional law responsible with respect to all Claims required to be insured against by the Landlord hereunder. Upon the occurrence of any loss which by this Lease the Landlord is required to insure against, the Tenant shall pay to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements Tenant’s Proportionate Share of this Section 6.4 via the procurement of “blanket policies” all applicable deductibles under such policies of insurance. Notwithstanding any contribution by the Tenant to insurance premiums as provided for in this Lease, insuring no insurable interest is conferred upon the Tenant under policies carried by the Landlord. Except as specifically provided in this Lease, the Landlord shall in no way be accountable to the Tenant regarding the use of the insurance proceeds arising from any Claims. The Landlord shall allocate (in circumstances where the insurer or the insurer’s agent fails to do so) the cost of premiums to the Building and any other parties and/or of the Project Components (and such other locationsproperties as may be appropriate), covered by the insurance policy on an equitable basis having regard, without limitation, to the various uses and values of the subject Project Components and any other properties so included and the recommendation of the Landlord’s insurance broker.

Landlord’s Insurance. During the Term, Landlord shall secure insure the Common Area improvements, the Building, the Premises and maintain the Tenant Improvements (excluding, however, Tenant's furniture, equipment and other personal property and Tenant Changes, unless Landlord otherwise elects to insure the Tenant Changes pursuant to Section 12.1(b) above) against damage by fire and standard extended coverage perils and with vandalism and malicious mischief endorsements, rental loss coverage, at Landlord's option, earthquake damage coverage, and such additional coverage as Landlord deems appropriate. Landlord shall also carry commercial general liability insurance, in such reasonable amounts and with such reasonable deductibles as would be carried by a prudent owner of a similar building in the state in which the Building is located. At Landlord's option, all such insurance may be carried under any blanket or umbrella policies which Landlord has in force for other buildings and projects. In addition, at Landlord's option, Landlord may elect to self-insure all or any part of such required insurance coverage provided that Landlord has a net worth of at least Fifty Million Dollars ($50,000,000.00) and if Landlord so elects to self-insure, for purposes of this Lease Landlord shall be deemed to have carried that portion of the insurance that it has elected to self-insure. Landlord may, but shall not be obligated to, carry any other form or forms of insurance as Landlord or the mortgagees or ground lessors of Landlord may reasonably determine is advisable. The cost of same insurance obtained by Landlord pursuant to this Section 21 (including self-insured amounts and deductibles) shall be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same With respect to be included in Operating Expenses):insurance maintained by Landlord: (a) AllLandlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance in so-risks property insurance on called special form coverage insuring Landlord (and such others as Landlord may designate) against loss from physical damage to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of rents for a period of not less than six months. Such fire and property damage insurance, at Landlord’s election but without any requirements on Landlord’s behalf to do so, (i) may be written in so-called “all risk” form, excluding only those perils commonly excluded from such coverage by Landlord’s then property damage insurer; (ii) may provide coverage for physical damage to the Building improvements so insured for up to the entire full actual replacement cost thereof; (but excluding the cost iii) may be endorsed to cover loss or damage caused by any additional perils against which Landlord may elect to insure, including earthquake and/or flood; and/or (iv) may provide coverage for loss of excavationrents for a period of up to twelve months. Landlord shall not be required to cause such insurance to cover any of Tenant’s personal property, foundationsinventory, underground utilities and footings, as well as any equipment, trade fixtures, personal property of Tenant or any Alterations)modifications, subject alterations or improvements made or constructed by Tenant to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises Premises. Landlord shall use commercially reasonable efforts to obtain such insurance at competitive rates. Any earthquake insurance carried by Landlord for the Building or because the improvements to Project may be a blanket insurance coverage policy covering the Leased Premises are above Building StandardProject and other office buildings owned by Landlord or Landlord’s affiliates, Tenant and shall promptly pay the excess amount of the premiums upon request by Landlordbe a blanket policy during any period that Landlord is a Menlo Equities affiliate and such a blanket policy is more economical than an individual earthquake policy. (b) Commercial Landlord shall maintain commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toinsuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death, and not in lieu ofdamage to property occurring in, insurance required to be maintained by Tenanton or about, or resulting from the use or occupancy of the Property, or any portion thereof, with combined single limit coverage of at least Ten Million Dollars ($10,000,000). Neither Landlord's obligation to Landlord may carry such greater coverage as Landlord or Landlord’s Lender or insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion advisor may from time to timetime determine is reasonably necessary for the adequate protection of Landlord, carry the Property, and the Project provided such insurance in amounts greater and/or for coverage additional to the coverage is commonly carried by owners of property similarly situated and amounts set forth above. operating under similar circumstances. (c) Landlord may alsomaintain boiler and machinery insurance to limits sufficient to restore the Building. (d) Landlord may maintain any other insurance which in the opinion of its insurance advisor is prudent to carry under the given circumstances, at its election, satisfy the requirements provided such insurance is commonly carried by owners of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsproperty similarly situated and operating under similar circumstances.

Landlord’s Insurance. Landlord shall, at all times throughout the Term, carry: (a) broad form property of every description (POED) insurance on the Building and Comprehensive Boiler and Machinery insurance on the equipment contained therein and owned by the Landlord (specifically excluding any property with respect to which the Tenant and other tenants are obliged to insure pursuant to Section 11.1 or similar sections of their respective leases), such insurance endorsed to cover the gross rental value of the Building, all in such reasonable amounts and with such reasonable deductibles as would be carried by a prudent owner of a reasonably similar building, having regard to size, age and location. Without limiting the generality of the foregoing, the Landlord shall secure be entitled to effect and maintain during the Term, property and business interruption insurance that would provide for, to the extent available on commercially reasonable terms, environmental or other building accreditation recertification costs, sustainable re-engineering or sustainability design costs incurred after a loss, the incremental costs of debts removal and recycling after a loss, and any additional reconstruction costs associated with reconstruction of the Building to a leading energy conservation and/or sustainability standard equivalent to or greater than any certification or designation of the Building at the time of the damage; (b) commercial general liability (CGL) insurance with respect to the Landlord’s operations in the Building in such reasonable amounts and with such reasonable deductibles as would be carried by a prudent owner of a reasonably similar building, having regard to size, age and location; and (c) such other form or forms of insurance as the Landlord or the mortgagee reasonably considers advisable. The cost of same to such insurance shall be included in Operating Expenses): (a) All-risks property insurance on . Notwithstanding the Project (excluding leasehold improvements) Landlord’s covenant contained in this Section 11.4 and on all Building Standard leasehold improvements. Said insurance shall be issued notwithstanding any contribution by and binding upon a solvent insurance company authorized the Tenant to do business in California, in an amount not less than 90% of the replacement cost of the Building Landlord’s insurance premiums provided herein, the Tenant acknowledges and agrees that (but excluding i) the cost Tenant is not relieved of excavationany liability arising from or contributed to by its acts, foundationsfault, underground utilities negligence or omissions; (ii) no insurable interest is conferred on the Tenant under any policies of insurance carried by the Landlord; and footings, as well as (iii) the Tenant has no right to receive any equipment, fixtures, personal property proceeds of Tenant or any Alterations), subject to reasonable deductions. Such such insurance shall be obtained at policies carried by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) AllThe Landlord shall take out and maintain the insurance specified in sections 12.3(a)(i), 12.3(a)(ii), 12.3(a)(iii) and 12.3(a)(iv) throughout the Term and may take out the insurance contemplated by section 12.3(a)(v) at such times as the Landlord may determine: (i) “all-risks risks” property insurance on the Project (excluding leasehold improvements) Building and on all Building Standard leasehold improvements. Said insurance shall be issued property owned by and binding upon a solvent insurance company authorized the Landlord relative to do business in California, in the Development for an amount not less than 90% replacement cost thereof from time to time (including foundations), against loss or damage by perils or hereafter from time to time embraced by or defined in a standard all-risk insurance policy including but not limited to fire, explosion, impact by air craft or vehicles, lightning, riot, vandalism, Malicious acts, smoke, leakage from defective equipment, wind storm, hail, collapse, flood or earthquake; (ii) air-conditioning equipment and miscellaneous electrical apparatus and machinery insurance on the equipment contained in the Building which is owned by the Landlord and on a broad fomi blanket cover repair and replacement basis; (iii) “all-risk” rent and rental value insurance insuring loss of insurable gross profits attributable to the perils insured against by the Landlord, including loss of rent and other amounts receivable from tenants in the Development (assuming full occupancy of the replacement cost Building), including, without limitation, the Rent payable under this Lease, for an indemnity period of not less than [*****] months; (iv) commercial general liability insurance on an occurrence basis xxxxx respect to the Landlord’s operations in the Development, such coverage to include the Landlord’s Employees and its contractors, subcontractors and agents while working on behalf of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsLandlord. Such insurance policy shall be obtained at the expense contain a limit of Landlord (but with the same to be included not less than $[*****] per occurrence and in the Operating Expensesaggregate; and (v) any other form or forms of insurance as the Landlord or its Mortgagee may reasonably require from time to time for insurance risks and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordin amounts against which a prudent landlord would protect itself. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry All such insurance nor policies may contain such deductibles as would be carried by a prudent owner of a similar development. (c) Despite the carrying Landlord’s covenants in section 12.3(a) and the Tenant’s contributions towards the cost of such the Landlord’s insurance: (i) no insurable interest is conferred upon the Tenant under any policies of insurance shall be deemed carried by the Landlord; (ii) the Tenant is not entitled to be an indemnity share in or receive the benefit of any portion of any insurance proceeds received by the Landlord; and (iii) the Tenant is not relieved of any liability arising from or contributed to by its negligence or wilful acts or omissions. The Landlord with respect is not accountable to the Tenant regarding the use of any insurance proceeds arising from any claim, liability, loss, cost or expense due, in whole or in part, and the Landlord is not obliged on account of such contributions to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional apply such proceeds to the coverage repair or restoration of that which was insured, unless otherwise provided in this Lease. If the Tenant wishes to receive indemnity by way of insurance for any property, work or thing whatever, the Tenant shall insure same for its own account and amounts set forth above. shall not look to the Landlord may alsofor reimbursement or recovery in the event of loss or damage from any cause, at its election, satisfy whether or not the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLandlord has insured same and recovered therefor.

Landlord’s Insurance. Landlord shall secure maintain, throughout the Term, a policy or policies of insurance covering damage to the Premises and maintain (with the cost of same to be included Building, excluding APL's personal property, the Tenant Improvements and any other tenant improvements in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in CaliforniaBuilding, in an the amount not less than 90% of at least eighty percent (80%) of the full replacement cost of the Building (but value thereof, excluding the cost of excavationexcavations, foundations, underground utilities foundations and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be providing protection against all perils included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount classification of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount"all risk" coverage. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy maintain rental interruption insurance in an amount customary for similar first class office buildings, the requirements premium cost of this Section 6.4 via which shall be included in Building Operating Costs. All policies maintained by Landlord shall provide for deductibles in amounts customary for similar first-class office buildings in the procurement vicinity of “blanket policies” of the Building. In addition, Landlord shall maintain during the Term comprehensive general liability insurance, insuring with a minimum combined single limit of coverage of not less than Five Million Dollars ($5,000,000). Landlord may maintain such other parties and/or insurance in such amounts (excluding earthquake insurance) as other locations.owners of similar first class office buildings in the San Francisco/Oakland area are then maintaining provided such insurance coverage is available at commercially reasonable rates. All liability insurance maintained by Landlord shall specifically include the liability assumed hereunder by Landlord (provided, however, that the amount of such insurance shall not be construed to limit the liability of Landlord hereunder) and shall provide that it is primary insurance and not "excess over" or contributory with any other valid, existing and applicable insurance in force for or on behalf of APL. The policies required of APL and Landlord shall not eliminate cross- liability and shall contain a severability of interest clause. Notwithstanding the foregoing, APL shall have the right at any time during the Term when APL leases ninety percent (90%) or more of the Rentable Area of the Building upon not less than sixty (60) days advance written notice to Landlord to undertake and maintain any or all of the insurance policies required of Landlord hereunder. If APL elects to maintain any policy required of Landlord hereunder, APL shall be entitled to reimbursement of the cost of that portion insurance not allocable to the Premises. Landlord's payment of its proportionate share of such insurance premiums shall be made in the same manner as payment of Building Operating Costs by APL. Any installments of reimbursement of such insurance premiums shall be made in the same manner as payment of Building Operating Costs by APL. Any installments of reimbursement of such insurance premiums not received when due shall bear interest from the date due until paid at the Default Rate

Landlord’s Insurance. During the entire Term of this Lease, Landlord shall secure obtain and maintain (with keep in full force and effect respecting the cost of same to be included in Operating Expenses):Project, the following insurance: (a) All-risks property insurance on Special Form coverage (with commercially reasonable deductibles), including fire and extended coverage, sprinkler leakage (including earthquake sprinkler leakage), vandalism, malicious mischief, and flood coverage (if the Premises is located in a flood zone), and earthquake insurance, insuring the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued improvements thereon, except for any Tenant Changes identified by and binding upon a solvent insurance company authorized Landlord for removal pursuant to do business in CaliforniaSection 13.2 of this Lease, in an amount not less than 90% of the full replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordthereof. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition tocoverage, on an occurrence basis, covering personal injury, bodily injury (including wrongful death), broad form property damage, operations hazard, owner's protective coverage, contractual liability (including Landlord's indemnification obligations under this Lease including Section 18 hereof) products and completed operations liability, and owned/non-owned auto liability, with a general aggregate of not in lieu of, insurance required less than Two Million Dollars ($2,000,000) per occurrence with "umbrella" or excess liability coverage of not less than Five Million Dollars ($5,000,000) arising out of or relating (directly or indirectly) to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor business operations, conduct, assumed liabilities or use or occupancy of the carrying of such insurance shall be deemed to be an indemnity Project. (c) Xxxxxx's compensation and employer's liability insurance, in statutory amounts and limits, covering all persons employed by Landlord in connection with respect any work done in, on or about the Project for which claims for death or bodily injury could be asserted against Landlord, Tenant or the Project. (d) Insurance against loss up to a minimum of six (6) months of rental income that is caused by any claim, liability, loss, cost damage covered by (a) above. (e) Any other form or expense due, in whole forms of insurance pertaining to (a) and (b) above as Tenant or in part, to Tenant's negligent acts Landlord or omissions or willful misconduct. Without obligation to do so, the mortgagees of Landlord may, in its sole discretion may reasonably require from time to time, carry in form, amounts and for insurance in amounts greater and/or for coverage additional risks against which a prudent landlord would protect itself, but only to the coverage extent such risks and amounts set forth above. Landlord may also, are available in the insurance market at its election, satisfy commercially reasonable costs and are typically required of landlords of comparable buildings in Visalia taking into account the requirements size of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsProject.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) All-risks property The Landlord shall maintain in full force and effect during the Term, such insurance with respect to the Property (including the leaseholds in the Building) against such occurrences and in such amounts and on such terms and conditions and with such deductibles as would be obtained by a prudent landlord of a similar property, and which will include the following: (i) broad form boiler and machinery insurance on items owned by the Project Landlord (excluding leasehold improvementsexcept for the Leasehold Improvements in the leasable premises and property that the Tenant and other tenants of the Building are required to insure); (ii) and on all all-risks" insurance which shall insure the Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in for an amount of not less than ninety percent (90% %) of the replacement cost thereof from time to time (including foundations), against loss or damage by perils as may now or hereafter from time to time be embraced by or defined in a standard all-risk insurance policy; (iii) rental value insurance in such amount as would be carried by a prudent landlord in the circumstances and in any event for an indemnity period of at least twelve (12) months; (iv) third party liability hazards including exposure to personal injury, bodily injury and property damage on an occurrence basis including insurance for all contractual obligations and covering all actions of all authorized employees, subcontractors and agents while working on behalf of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsLandlord. Such policy shall contain a limit of not less than $2,000,000.00 for combined bodily injury and property damage. (b) Landlord shall use best efforts to obtain a waiver of subrogation in all property, boiler and machinery and rental income insurance policies which are taken out by the Landlord in respect of the Property, provided that if obtainable at a cost, same shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordexpense. (bc) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Notwithstanding the Landlord's obligation to carry such insurance nor insure as set out above and the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional contribution to the coverage cost of the Landlord's insurance premiums: (i) intentionally deleted (ii) no insurable interest is conferred upon the Tenant under the Landlord's insurance policies; and amounts set forth above. Landlord may also, at its election, satisfy (iii) the requirements of this Section 6.4 via Tenant has no right to receive proceeds from the procurement of “blanket Landlord's insurance policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. At all times during the Lease Term, including any extensions thereof, Landlord shall secure will carry and maintain (with i) “all risk” fire and extended coverage insurance covering the cost Building, Project, equipment, common area furnishings, and Premises (except to the extent an obligation of same Tenant to be included in Operating Expenses): (ainsure hereunder) All-risks property insurance on to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% extent of the replacement cost of thereof without the Building obligation for co-insurance; (but excluding the cost of excavation, foundations, underground utilities ii) bodily injury and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial damage general liability insurance in a commercially combined single limit of not less than $2,000,000 with umbrella liability coverage of not less than $3,000,000; (iii) boiler and machinery insurance in a reasonable amount; (iv) rent loss in an amount equal to 12 months of rent payable by the tenants of the Building and Project during the applicable policy amount. Such year; and (v) such other insurance shall be in addition toas Landlord reasonably determines from time to time (provided, and however, that if any other insurance is carried after the Base Year that was not in lieu ofcarried during the entirety of the Base Year , insurance required to be maintained by Tenant. Neither Landlord's obligation the approximate expense that would have been incurred to carry such insurance nor during the carrying entirety of the Base Year shall be added to the actual Operating Expenses applicable to the Base Year as if such expense had been paid). Landlord’s insurance shall be deemed with responsible insurers with a financial rating comparable to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to better than that of Tenant's negligent acts or omissions or willful misconductliability insurer, and shall provide coverage for Landlord's premises and operations, independent contractors, and contractual liability assumed in Section 10.7 of this Lease. Without obligation Landlord shall cause its commercial general liability insurer to do so, Landlord may, in its sole discretion from time to time, carry name Xxxxxx as an additional insured under such insurance in amounts greater and/or for coverage additional to the extent of Landlord's insurable contractual liability assumed in Section 10.7 hereof. The insurance policy shall contain a severability of interests provision, a provision that the insurance provided to Landlord as additional insured shall be primary to and not contributory with insurance maintained by Landlord, and a provision that an act or omission of one of the insureds or additional insureds that would void or otherwise reduce coverage shall not reduce or void the coverage as to the other named and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsadditional insureds.

Landlord’s Insurance. During the Term, the Landlord shall secure place insurance coverage on and maintain (with respect to the cost of same Project excluding the area(s) to be included insured by the Tenant as set out in Operating Expenses):Section 9.02, which coverage shall include the following, if available at reasonable cost in the opinion of the Landlord: (a) All-all risks property insurance on for the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% full reconstruction value of the replacement cost of the Building (but Project, excluding the cost of excavation, foundations, underground utilities and footingsLeasehold Improvements, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at determined by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.; (b) Commercial as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by the Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by the Landlord from time to time which would be required to rebuild and, if necessary, to re-tenant the Project in the event of the complete destruction thereof; (c) boiler and machinery insurance, including repair or replacement and rental income coverage, if applicable; (d) plate glass insurance (not including plate glass fronting or within the Leased Premises) if deemed appropriate by the Landlord; (e) commercial general liability insurance; and (f) such other insurance which is or may become customary or reasonable for owners of projects similar to the Project to carry in a commercially reasonable policy amountrespect of loss of, or damage to, the Project or liability arising therefrom. Such The insurance referred to in this Section shall be carried in amounts determined reasonably by the Landlord. The insurance shall be written in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying name of such insurance shall be deemed to be an indemnity by the Landlord with respect loss payable to the Landlord and to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to time. The policies of insurance referred to in Subsections 9.01(a), carry insurance in amounts greater and/or for coverage additional (b), (c), (d) and (e) shall contain a waiver of the insurer's right of subrogation as against the Tenant if available to the coverage and amounts set forth aboveLandlord at no additional cost. Notwithstanding any contribution by the Tenant to insurance premiums as provided for in this Lease, no insurable interest is conferred upon the Tenant under policies carried by the Landlord. Except as specifically provided in this Lease, the Landlord may also, at its election, satisfy shall in no way be accountable to the requirements Tenant regarding the use of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsinsurance proceeds arising from any Claims.

Landlord’s Insurance. Landlord shall secure insure the Building (including -------------------- the Building Structure and maintain (Building Systems) and the Project during the Lease Term against loss or damage due to fire and other casualties covered within the classification of fire and extended coverage, vandalism coverage and malicious mischief, sprinkler leakage, water damage and special extended coverage. Such coverage shall be in such amounts, from such companies, and on such other TCCs, as Landlord may from time to time reasonably determine, provided that to the extent consistent with the cost practices of same to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% landlords of the Comparable Buildings, such coverage shall (i) be for full replacement cost of the Building and the Project in compliance with all then existing Applicable Law; (but excluding ii) provide for rent continuation insurance equal to at least twelve months rent; and (iii) be with companies and have policies meeting the cost criteria set forth in Section 10.4(iii) in this Lease. ----------------- Additionally, at the sole option of excavationLandlord, foundationssuch insurance coverage may include the risks of earthquakes and/or flood damage and additional hazards, underground utilities a rental loss endorsement and footingsone or more loss payee endorsements in favor of the holders of any mortgages or deeds of trust encumbering the interest of Landlord in the Building or the ground or underlying lessors of the Building, as well as any equipment, fixtures, personal property of Tenant or any Alterations)portion thereof. In addition, subject to reasonable deductionsLandlord shall maintain a Commercial General Liability Insurance policy covering the insured against claims of bodily injury and personal injury, for limits of liability not initially less than $5,000,000 each occurrence and $5,000,000 annual aggregate for each of bodily injury and personal injury. Such Notwithstanding the foregoing TCCs of this Section 10.6, the ------------ coverage and amounts of insurance shall be obtained carried by Landlord in connection with the Building need only, at the expense option of Landlord (but with the same to Landlord, be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements comparable to the Leased Premises coverage and amounts of insurance which are above Building Standard, Tenant shall promptly pay the excess amount carried by reasonably prudent landlords of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toComparable Buildings, and not in lieu of, insurance Worker's Compensation and Employee's Liability coverage as required to be maintained by Applicable Law. Upon inquiry by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry Landlord shall inform Tenant of all such insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationscarried by Landlord.

Landlord’s Insurance. Landlord shall secure be obligated to obtain Landlord’s Insurance. The term “Landlord’s Insurance” includes all insurance and maintain (with the cost of same all required endorsements which Landlord’s lender requires Landlord to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in Californiamaintain, in an amount not less than 90% connection with Landlord’s ownership of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because any part thereof, the Building, equipment, fixtures and other improvements to installed and/or owned by Landlord and used in connection with the Building and/or the Leased Premises are above Building Standardand/or all alterations, Tenant rebuilding, replacements and additions thereto, insuring the same against commercial general liability or loss or damage by fire, lightning, explosion, vandalism, malicious mischief, sprinkler leakage (if sprinklered), flood, windstorm (including named windstorm), earthquake and such other hazards, casualties, risks and contingencies now covered by or that may hereafter be considered as included within, the standard casualty and property insurance policy, or such other casualties as Landlord’s lender may require. Landlord’s Insurance shall promptly pay the excess amount also include: (i) insurance for loss of rent arising out of any of the premiums upon request occurrences covered by Landlord. such insurance, and (bii) Commercial commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required coverage to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity carried by Landlord in such amounts as would be customarily carried by a landlord of other Class A office buildings in the Metropolitan Area. Landlord also may carry, as Landlord’s Insurance, such other insurance as would customarily be carried by a landlord of other Class A office buildings in the Metropolitan Area. Property insurance with respect to any claim, liability, loss, cost or expense due, the Building shall be carried by Landlord in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional an amount at least equal to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements actual replacement costs of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.the

Landlord’s Insurance. During the Term, the Landlord shall secure place insurance coverage on and maintain (with respect to the cost of same Project excluding the area(s) to be included insured by the Tenant as set out in Operating Expenses):Section 9.02, which coverage shall include the following, if available at reasonable cost in the opinion of the Landlord: (a) All-all risks property insurance on for the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount not less than 90% full reconstruction value of the replacement cost of the Building (but Project, excluding the cost of excavation, foundations, underground utilities and footingsLeasehold Improvements, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at determined by the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.; (b) Commercial as an extension to the insurance maintained pursuant to Subsection 9.01(a), insurance on the rental income derived by the Landlord from the Project on a gross rental income form with a period of indemnity of not less than the period as estimated by the Landlord from time to time which would be required to rebuild and, if necessary, to re-tenant the Project in the event of the complete destruction thereof; (c) boiler and machinery insurance, including repair or replacement and rental income coverage, if applicable; (d) plate glass insurance if deemed appropriate by the Landlord; (e) commercial general liability insurance; and (f) such other insurance which is or may become customary or reasonable for owners of projects similar to the Project to carry in a commercially reasonable policy amountrespect of loss of, or damage to, the Project or liability arising therefrom. Such The insurance referred to in this Section shall be carried in amounts determined reasonably by the Landlord. The insurance shall be written in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying name of such insurance shall be deemed to be an indemnity by the Landlord with respect loss payable to the Landlord and to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion mortgagee (including any trustee under a deed of trust and mortgage) of the Project from time to time. The policies of insurance referred to in Subsections 9.01(a), carry (b), (c), (d) and (e) shall contain a waiver of the insurer’s right of subrogation as against the Tenant. The Landlord hereby waives its right of recovery against the Tenant, its employees and those for whom the Tenant is in law responsible with respect to all Claims required to be insured against by the Landlord hereunder. Notwithstanding any contribution by the Tenant to insurance premiums as provided for in amounts greater and/or for coverage additional this Lease, no insurable interest is conferred upon the Tenant under policies carried by the Landlord. Except as specifically provided in this Lease, the Landlord shall in no way be accountable to the coverage and amounts set forth above. Landlord may also, at its election, satisfy Tenant regarding the requirements use of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsinsurance proceeds arising from any Claims.

Landlord’s Insurance. Landlord shall secure procure and maintain (with the cost policies of same to be included in Operating Expenses):insurance insuring: (a) All-risks Commercial general liability (including products and completed operations) or other policy forms which would provide similar coverages on behalf of Landlord and Landlord’s Protected Parties for those claims of bodily injury or property insurance on damage arising from the Project Real Estate (excluding leasehold improvementsincluding all Common Areas and the parking lots therein) and on all Building Standard leasehold improvementsthe operations of the Landlord and Landlord’s Protected Parties. Said liability insurance policy shall be issued written on an “occurrence” basis with a combined single limit of One Million Dollars ($1,000,000.00) per occurrence and not less than Two Million Dollars ($2,000,000.00) policy aggregate limit, and One Million Dollars ($1,000,000.00) limit for products and completed operations. (b) Umbrella liability insurance providing a minimum of Fifty Million Dollars ($50,000,000.00) limit naming the commercial general liability policy (Section 6.3(a)(i)) as an underlying policy. (c) The building containing the Leased Premises, and any improvements therein, including Landlord’s Work, against loss or damage by fire, lightning, wind storm, hail storm, aircraft, vehicles, smoke, explosion, riot or civil commotion as provided by the Standard Fire and binding upon a solvent Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Form (“all risk” coverage). The insurance company authorized to do business in California, in an amount coverage shall be for not less than 90% of the full replacement cost of the Building (but excluding Leased Premises for an agreed amount basis with the cost insurance carrier, with sufficient limits to replace the Leased Premises of excavation, foundations, underground utilities similar utility purpose. Landlord shall be named as the insured and footings, as well as any equipment, fixtures, personal property all proceeds of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely payable to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such Said insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor contain an endorsement waiving the carrying insurer’s right of such insurance shall be deemed to be an indemnity by Landlord with respect to subrogation against any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsTenant Protected Party.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same to be included in Operating Expenses): (a) AllThe Landlord shall take out and maintain the insurance specified in sections 12.3(a)(i), 12.3(a)(ii), 12.3(a)(iii) and 12.3(a)(iv) throughout the Term and may take out the insurance contemplated by section 12.3(a)(v) at such times as the Landlord may determine: (i) “all-risks risks” property insurance on the Project (excluding leasehold improvements) Building and on all Building Standard leasehold improvements. Said insurance shall be issued property owned by and binding upon a solvent insurance company authorized the Landlord relative to do business in California, in the Development for an amount not less than 90% replacement cost thereof from time to time (including foundations), against loss or damage by perils from time to time embraced by or defined in a standard all-risk insurance policy (including fire, explosion, impact by air craft or vehicles, lightning, riot, vandalism, malicious acts, smoke, leakage from defective equipment, wind storm, hail, collapse, back-up of sewer, flood and earthquake); (ii) boiler, pressure vessels, air-conditioning equipment and miscellaneous electrical apparatus and machinery insurance on the equipment contained in the Building which is owned by the Landlord and on a broad form blanket cover repair and replacement basis; (iii) “all-risk” rent and rental value insurance insuring loss of gross rental value attributable to the perils insured against by the Landlord (including loss of rent and other amounts receivable from tenants in the Development (assuming full occupancy of the replacement cost of the Building (but excluding the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any AlterationsBuilding), subject to reasonable deductions. Such insurance shall be obtained at including the expense Rent payable under this Lease) for an indemnity period of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord.not less than 12 months; (biv) Commercial commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be on an indemnity by Landlord occurrence basis with respect to the Landlord’s operations in the Development, such coverage to include the Landlord’s Employees and its contractors, subcontractors and agents while working on behalf of the Landlord. Such policy shall contain a limit of not less than $5,000,000.00 per occurrence and in the aggregate; and (v) any claim, liability, loss, cost other form or expense due, in whole forms of insurance as the Landlord or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion Mortgagee may reasonably require from time to time, carry time for insurance risks and in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsagainst which a prudent landlord would protect itself.

Landlord’s Insurance. Landlord shall secure procure and maintain (with in effect throughout the cost of same to be included in Operating Expenses): (a) All-risks Lease Term, property insurance on the Project (excluding leasehold improvements) a "special causes of loss" basis, including coverage for vandalism and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in Californiamalicious mischief, in an amount not less than 90% equal to one hundred percent (100%) of the replacement cost of the Building (including the Tenant Improvements, but excluding the cost any Alterations) (exclusive of excavation, foundations, footings and other underground utilities improvements), which shall include loss of rent coverage. Landlord shall also maintain in effect throughout the Lease Term, commercial general liability insurance including contractual liability coverage (or with a contractual liability endorsement), with limits of not less than Five Million Dollars ($5,000,000.00) per occurrence and footingsannual aggregate (provided that the above limit may be satisfied by a primary policy and umbrella/excess liability policy so long as the other requirements of this Section 14.4 are satisfied), covering the insured against claims of bodily injury, broad form property damage and personal and advertising injury and including coverage for, premises and operations (including the use of owned and non-owned equipment), damage to rented premises, and blanket contractual liability (including tort liability of another party and Landlord's liability for injury or death to persons and damage to property). Such coverage shall be subject to commercially reasonable deductibles and issued by such companies, and on such other terms and conditions, as well as any equipmentLandlord may from time to time reasonably determine. Landlord may (a) modify the foregoing coverages if and to the extent it is commercially reasonable to do so; and (b) carry earthquake and flood insurance at its sole discretion. Notwithstanding the foregoing provisions of this Section 14.4, fixturesthe coverage and amounts of insurance carried by Landlord in connection with the Project shall, personal property at a minimum, be comparable to the coverage and amounts of Tenant or any Alterations), subject to reasonable deductionsinsurance which are carried by reasonably prudent landlords of Comparable Buildings. Such The premiums for all such insurance shall be obtained at the expense of Landlord (but with the same to be included in the as an Operating Expenses) and payments for losses thereunder shall be made solely to LandlordExpense. If the annual premiums to be paid such insurance policies cover other assets owned by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements its affiliate in addition to the Leased Premises are above Building StandardProject, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying cost of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsequitably allocated.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same With respect to be included in Operating Expenses):insurance maintained by Landlord: (a) AllLandlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance in so-risks property insurance on the Project called special form coverage insuring Landlord (excluding leasehold improvementsand such others as Landlord may designate) and on all against loss from physical damage to Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount 2 with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of rents for a period of not less than six months. Such fire and property damage insurance, at Landlord’s election but without any requirements on Landlord’s behalf to do so, (i) may be written in so-called “special form,” excluding only those perils commonly excluded from such coverage by Landlord’s then property damage insurer; (ii) may provide coverage for physical damage to the Building improvements so insured for up to the entire full actual replacement cost thereof; (but excluding the cost iii) may be endorsed to cover loss or damage caused by any additional perils against which Landlord may elect to insure, including earthquake and/or flood; and/or (iv) may provide coverage for loss of excavationrents for a period of up to twelve months. Landlord shall not be required to cause such insurance to cover any of Tenant’s personal property, foundationsinventory, underground utilities and footings, as well as any equipment, trade fixtures, personal property of Tenant or any Alterations)modifications, subject alterations or improvements made or constructed by Tenant to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements Premises. Landlord shall use commercially reasonable efforts to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordobtain such insurance at competitive rates. (b) Commercial Landlord shall maintain commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toinsuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death, and not in lieu ofdamage to property occurring in, on or about, or resulting from the use or occupancy of the Property, or any portion thereof, with combined single limit coverage of at least Ten Million Dollars ($10,000,000). Landlord may carry such greater coverage as Landlord or Landlord’s Lender, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimbroker, liability, loss, cost advisor or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion counsel may from time to time, carry insurance in amounts greater and/or time determine is reasonably necessary for coverage additional to the coverage adequate protection of Landlord and amounts set forth above. the Property. (c) Landlord may alsomaintain any other insurance which in the opinion of its insurance broker, at its electionadvisor or legal counsel is prudent to carry under the given circumstances, satisfy the requirements provided such insurance is commonly carried by owners of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsproperty similarly situated and operating under similar circumstances.

Landlord’s Insurance. Landlord shall secure maintain in full force and maintain (effect during the Term of this Lease, subject to reimbursement as provided in Section 6, policies of insurance which afford such coverages as are commercially reasonable and as is consistent with other properties in Landlord's portfolio. Notwithstanding the cost foregoing, Landlord shall obtain and keep in force during the Term of same to be included in this Lease, as an item of Operating Expenses): (a) All-risks property insurance , a policy or policies in the name of Landlord, with loss payable to Landlord and to the holders of any mortgages, deeds of trust or ground leases on the Project Premises (excluding leasehold "Lender(s)"), insuring loss or damage to the Building, including all improvements, fixtures (other than trade fixtures) and on permanent additions. However, all Building Standard leasehold improvements. Said insurance alterations, additions and improvements made to the Premises by Tenant shall be issued insured by and binding upon a solvent Tenant rather than by Landlord. The amount of such insurance company authorized procured by Landlord shall be equal to do business in California, in an amount not less than 90% at least eighty percent (80%) of the full replacement cost of the Building Building, including all improvements and permanent additions (but excluding other than the cost of excavation, foundations, underground utilities and footings, Tenant Improvements) as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion exist from time to time, carry or the amount required by Lenders. At Landlord's option, such policy or policies shall insure against all risks of direct physical loss or damage (including, without limitation, the perils of flood and earthquake), including coverage for any additional costs resulting from debris removal and reasonable amounts of coverage for the enforcement of any ordinance or law regulating the reconstruction or replacement of any undamaged sections of the Building required to be demolished or removed by reason of the enforcement of any building, zoning, safety or land use laws as the result of a covered cause of loss. If any such insurance coverage procured by Landlord has a deductible clause, the deductible shall not exceed commercially reasonable amounts, and in amounts greater and/or for coverage additional the event of any casualty, the amount of such deductible shall be an item of Operating Expenses as so limited. Notwithstanding anything to the coverage contrary contained herein, to the extent the cost of maintaining insurance with respect to the Building and/or any other buildings within the Park is increased as a result of Tenant's acts, omissions, use or occupancy of the Premises, Tenant shall pay one hundred percent (100%) of, and amounts set forth above. Landlord may alsofor, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationssuch increase(s) as Additional Rent.

Landlord’s Insurance. From and after the Effective Date, Landlord shall secure covenants and maintain (with the cost of same agrees to provide or cause to be included provided, at its expense, but subject to reimbursement by Tenant as set forth herein, and to keep or cause to be kept in Operating Expenses): force (ai) All-risks an “All Risk” property policy (including without limitation from and after the Commencement Date rent loss coverage for a period of at least twelve (12) months) insuring the Premises (including without limitation any Alterations by Tenant of which Landlord has been given written notice by Tenant) against loss or damage by fire, theft, flood, earthquake (if available at a commercially reasonable premium in the applicable geographic insurance on market), terrorism (if available at a commercially reasonable premium in the Project (excluding leasehold improvementsapplicable geographic insurance market) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in Californiasuch other risks or hazards, in an amount not less than 90100% of the replacement cost of the Building Premises (but excluding the cost including without limitation any Alterations by Tenant of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterationswhich Landlord has been given written notice by Tenant), subject to commercially reasonable deductions. Such insurance deductibles (Tenant hereby acknowledging that a $100,000 deductible amount is commercially reasonable) during the construction of the Building and other Improvements and Tenant Improvements, such policy shall be obtained at an “All Risk” builder’s risk policy in an amount not less than total replacement cost of the Building and other Improvements and Tenant Improvements under construction (less the cost of such portions of the Building as are uninsurable under the policy, i.e., site preparation, grading, paving, parking lots, etc., excepting, however, foundations and other undersurface installations subject to collapse or damage by other insured perils), and including coverage for soft costs including interest expense and loss of rents and (ii) a Commercial General Liability Policy with a combined single limit for bodily injury (including death) or personal injury and property damage of $1,000,000 per occurrence and $2,000,000 general aggregate, subject to commercially reasonable deductibles (Tenant hereby acknowledging that Landlord (does not currently use deductibles on commercial general liability policies, but with the same that if Landlord elects to be included in the Operating Expensesuse deductibles, a $100,000 deductible amount is commercially reasonable) and payments a Commercial Umbrella or Excess Liability Insurance, written on an “occurrence basis”, including without limitation blanket contractual liability coverage, broad form property damage, independent contractor’s coverage and personal injury coverage, protecting Landlord with limits of not less than a combined single limit for losses thereunder bodily injury (including death) or personal injury or property damages of $10,000,000 per occurrence and $10,000,000 general aggregate, and naming Tenant as an additional insured. Within thirty (30) days following receipt of an invoice from Landlord therefor, Tenant shall be made solely pay to Landlord. If , as Additional Rent, the annual amount of all premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements for such insurance policies. Prior to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlord. (b) Commercial general liability time such insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance is first required to be maintained carried by Landlord and thereafter, prior to the expiration date of any such policy, Landlord agrees to deliver to Tenant certificates evidencing such insurance coverage. Said certificate(s) shall be on a form(s) acceptable to Tenant, in its reasonable judgment, and shall contain an endorsement that the insurer will endeavor to provide thirty (30) days’ written notice to Tenant before the cancellation of, material change to, lapse or reduction in coverage under such insurance. All such policies shall be written by companies having a rating from Best’s Insurance Reports of not less than A-/IX or a long-term insurer financial strength rating of A- or better by Standard & Poor’s Rating Services, and reasonably satisfactory to Tenant. Neither Landlord's obligation All policies shall provide the interest of Tenant shall not be invalidated because of any breach or violation of any warranties, representations, declarations or conditions contained in the policies. All property insurance policies must contain a waiver of subrogation of claims against Tenant and/or Tenant’s insurer. Notwithstanding anything to carry such insurance nor the contrary contained in the Lease, the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimhereunder shall not modify, liabilityreduce, loss, cost limit or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage impair Landlord’s obligations and amounts set forth above. Landlord may also, at its election, satisfy the requirements of liabilities under this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsLease.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same With respect to be included in Operating Expenses):insurance maintained by Landlord: (a) AllLandlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance in so-risks property insurance on called special form coverage insuring Landlord (and such others as Landlord may designate) against loss from physical damage to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount Buildings with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of rents for a period of not less than six months. Such fire and property damage insurance: (i) shall be written in so-called “all risk” form, excluding only those perils commonly excluded from such coverage by Landlord’s then property damage insurer; (ii) shall provide coverage for physical damage to the Building improvements so insured for up to the entire full actual replacement cost thereof; (but excluding the cost iii) may be endorsed to cover loss or damage caused by any additional perils against which Landlord may elect to insure, including earthquake and/or flood; and/or (iv) may provide coverage for loss of excavationrents for a period of up to twelve months. Landlord shall not be required to cause such insurance to cover any of Tenant’s Property, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations)modifications, subject alterations, or improvements made or constructed by Tenant to reasonable deductions. Such insurance shall be obtained at the expense of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements Premises. Landlord shall use commercially reasonable efforts to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordobtain such insurance at competitive rates. (b) Commercial Landlord shall maintain commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toinsuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death, and not in lieu ofdamage to property occurring in, on or about, or resulting from the use or occupancy of the Property, or any portion thereof, with combined single limit coverage of at least Ten Million Dollars ($10,000,000). Landlord may carry such greater coverage as Landlord or Landlord’s Lender, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimbroker, liability, loss, cost advisor or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion counsel may from time to timetime determine is reasonably necessary for the adequate protection of Landlord, carry insurance in amounts greater and/or for coverage additional to the coverage Property, and amounts set forth above. the Project. (c) Landlord may alsomaintain boiler and machinery insurance to limits sufficient to restore the Buildings. (d) Landlord may maintain any other insurance which in the opinion of its insurance broker, at its electionadvisor or legal counsel is prudent to carry under the given circumstances, satisfy the requirements Building F and Amenities Building provided such insurance is commonly carried by owners of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsproperty similarly situated and operating under similar circumstances.

Landlord’s Insurance. Landlord shall secure and maintain (with the cost of same With respect to be included in Operating Expenses):insurance maintained by Landlord: (a) All-risks Landlord shall maintain, as the minimum coverage required of it by this Lease, fire and property damage insurance on in special form coverage insuring Landlord (and such others as Landlord may designate) against loss from physical damage to the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance shall be issued by and binding upon a solvent insurance company authorized to do business in California, in an amount with coverage of not less than 90% one hundred percent (100%) of the full actual replacement cost thereof and against loss of the Building (but excluding the cost rents for a period of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductionsnot less than six months. Such insurance shall fire and property damage insurance, at Landlord's election but without any requirements on Landlord's behalf to do so, (i) may be obtained at written in so-called "all risk" form, excluding only those perils commonly excluded from such coverage by Landlord's then property damage insurer; (ii) may provide coverage for physical damage to the expense improvements so insured for up to the entire full actual replacement cost thereof; (iii) may be endorsed to cover loss or damage caused by any additional perils against which Landlord may elect to insure, including earthquake and/or flood; and/or (iv) may provide coverage for loss of Landlord (but with the same rents for a period of up to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlordtwelve months. If the annual premiums to be paid by Landlord shall exceed the standard rates because not be required to cause such insurance to cover any of Tenant's operations personal property, inventory, and trade fixtures, or contents any modifications, alterations or improvements made or constructed by Tenant to or within the Leased Premises or because the improvements Premises. Landlord shall use commercially reasonable efforts to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordobtain such insurance at competitive rates. (b) Commercial Landlord shall maintain commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition toinsuring Landlord (and such others as are designated by Landlord) against liability for personal injury, bodily injury, death, and not in lieu ofdamage to property occurring in, on or about, or resulting from the use or occupancy of the Property, or any portion thereof, with combined single limit coverage of at least Ten Million Dollars ($10,000,000). Landlord may carry such greater coverage as Landlord or Landlord's Lender, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claimbroker, liability, loss, cost advisor or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion counsel may from time to time, carry insurance in amounts greater and/or time determine is reasonably necessary for coverage additional to the coverage adequate protection of Landlord and amounts set forth above. the Property. (c) Landlord may alsomaintain any other insurance which in the opinion of its insurance broker, at its electionadvisor or legal counsel is prudent in carry under the given circumstances, satisfy the requirements provided such insurance is commonly carried by owners of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locationsproperty similarly situated and operating under similar circumstances.

Landlord’s Insurance. Landlord shall secure maintain in full force and maintain effect during the Lease Term all-risk property damage insurance for the Building, the Common Area Facilities and the Land and all improvements on the Land, including the Tenant Improvements described in Exhibit C --------- (BASE BUILDING IMPROVEMENTS) and Exhibit D (WORK LETTER --------- AGREEMENT), in the amounts of the full replacement values thereof, as the values may exist from time to time; Boiler and Machinery Insurance; Comprehensive General Liability Insurance, including Contractual Liability, on an occurrence basis with limits of not less than $5,000,000 per occurrence; Worker's Compensation and Employer's Liability Insurance for all of Landlord's agents, employees and contractors; Automobile Liability Insurance for any automobiles or vehicles operated by Landlord, its agents, employees contractors in connection with the cost operation or maintenance of same the Building, the Common Area Facilities and the Land, with limits of not less than $1,000,000. Notwithstanding the foregoing, the originally-named Landlord shall have the right to be included in Operating Expenses): (a) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvementsself insure or to insure with a blanket policy of insurance. Said Landlord's insurance shall be issued by and binding upon a solvent insurance company authorized companies licensed to do business in California, in an amount not less than 90% of the replacement cost of state where the Building (but excluding is situated, with a general policyholder rating of at least A- and a financial rating of at least XV in the cost of excavation, foundations, underground utilities and footings, as well as any equipment, fixtures, personal property of Tenant or any Alterations), subject to reasonable deductions. Such insurance shall be obtained most current Best Insurance Report available at the expense time of Landlord (but with the same to be included in the Operating Expenses) and payments for losses thereunder shall be made solely to Landlordexecution of this Lease. If the annual premiums Best's ratings are changed or discontinued, Landlord and Tenant shall agree to an equivalent method of rating insurance companies. Landlord's insurance policies shall be paid by Landlord shall exceed primary in the standard rates because event of a loss or claim occurring in the Common Area Facilities which is not due to the negligence of Tenant's operations , its agents, contractors, employees or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standard, Tenant shall promptly pay the excess amount of the premiums upon request by Landlordinvitees. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation to carry such insurance nor the carrying of such insurance shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without obligation to do so, Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of insurance, insuring other parties and/or other locations.

Landlord’s Insurance. Landlord shall secure and maintain (i) commercial general liability insurance insuring against injury or death to persons occurring in, on or about the Building, such insurance to afford protection to the limit of not less than $1,000,000 for any occurrence and not less than $5,000,000 as an aggregate limit, (ii) a policy or policies of insurance, with deductibles not in excess of $10,000 unless approved in writing by Tenant, covering loss or damage to the Premises including any fixtures and equipment normally covered under a "Boiler and Machinery" policy (as such term is used in the insurance industry) but not Tenant's Personal Property, at least in the amount of the full replacement cost thereof, against all perils included within the classification of fire, extended coverage, vandalism, malicious mischief, special extended perils ("all risk," as such term is used in the insurance industry, including, at Tenant's option, collapse, earthquake and flood) and other perils as deemed necessary by Tenant, with a stipulated value or agreed amount endorsement deleting any co-insurance provision of said policy or policies; and (iii) loss of rental income insurance. The cost of same to be included the insurance policy described in Operating Expenses): (ai)-(iii) All-risks property insurance on the Project (excluding leasehold improvements) and on all Building Standard leasehold improvements. Said insurance above shall be issued paid by and binding upon Tenant as Additional Rent. Such insurance policies shall provide for payment of loss thereunder to Landlord or, at Landlord's election, to the Mortgagees. Such policies shall be carried with a solvent insurance company authorized that is licensed to do business in California, in an amount the State of California and has a general policyholder's rating of not less than 90% of the replacement cost of the Building (but excluding the cost of excavation"A VII" and that are determined by tenant, foundations, underground utilities and footingsin its sole discretion, as well as financially sound on a current basis. Notwithstanding the foregoing, at any equipmenttime during the Term, fixtures, personal property of if Tenant or any Alterations), subject reasonably determines that it would be more cost effective for Tenant to reasonable deductions. Such obtain the insurance shall be obtained at the expense of Landlord described in sub-section (but with the same to be included in the Operating Expensesi)-(iii) and payments for losses thereunder shall be made solely to Landlord. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's operations or contents within the Leased Premises or because the improvements to the Leased Premises are above Building Standardthrough its insurance provider, Tenant shall promptly pay have the excess amount of the premiums upon request by Landlord. (b) Commercial general liability insurance in a commercially reasonable policy amount. Such insurance shall be in addition to, and not in lieu of, insurance required to be maintained by Tenant. Neither Landlord's obligation right to carry such insurance nor the carrying directly, subject to approval of any Mortgagee and Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and provided Tenant agrees to reimburse Mortgagee and Landlord for all reasonable out-of-pocket attorneys' fees and related costs and expenses related to such insurance change, and in such event Tenant shall be deemed to be an indemnity by Landlord with respect to any claim, liability, loss, cost or expense due, in whole or in part, to Tenant's negligent acts or omissions or willful misconduct. Without have no further obligation to do so, reimburse Landlord may, in its sole discretion from time to time, carry insurance in amounts greater and/or for coverage additional to the coverage and amounts set forth above. Landlord may also, at its election, satisfy the requirements of this Section 6.4 via the procurement of “blanket policies” of such insurance, insuring other parties and/or other locations.