Common use of Landlord’s Obligations Clause in Contracts

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in Article Seven (Damage or Destruction) and Article Eight (Condemnation) and Section 6.04(b) below, and subject to the provisions of Section 6.04 regarding repairs during the initial construction warranty period, LANDLORD shall, at its sole cost and expense, keep the foundations, resurfacing or replacement of parking lot surface, structural portions of the building (including foundations, the slab, and compliance with earthquake code), replacement of the structural portions of the roof (and the roof membrane), the structural portions of the roof top signage, if any, the pylon signage, if any, exterior walls, fire sprinkler system (if any) and utility connections to the building (water, sewer, electrical, phone, etc.) in good order, condition and repair. LANDLORD shall make repairs under this AgreementSection 6.03 within a reasonable time after receipt of written notice from TENANT of the need for such repairs. If LANDLORD fails to commence to meet any obligation hereunder, Landlord including without limitation Section 6.03 and Section 4.05, within a reasonable amount of time after TENANT’s notice thereof (not exceeding 15 days, except in the case of an emergency or dangerous condition, in which event no notice shall notbe required), under then TENANT may, but shall not be obligated to do so and without waiving any circumstancesother rights or remedies provided hereunder or by law, be required perform any portion of LANDLORD’s obligations and deduct all reasonable amounts expended in connection therewith from TENANT’s subsequent, financial obligations to build LANDLORD. All notices sent to LANDLORD prerequisite of TENANT’s exercise of its rights pursuant to the provisions of the foregoing sentence shall contain the words ‘Notice of Intention to Exercise Self-Help Rights’ in the “Re” line or rebuild any improvement on otherwise prominently noted at the Leased Propertytop of such notice. Subject to satisfaction of the provisions of Section 11.01 with respect to TENANT’s receipt of recorded non-disturbance agreements from each lender, or to make any repairs, replacements, alterations, restorations or renewals TENANT shall send copies of any nature or description notice referring to the Leased PropertyTENANT’s self-help rights to such lender(s) as TENANT has been notified in writing by LANDLORD from time to time, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make at such addresses as LANDLORD specifies in such notice(s). TENANT will accept a cure by any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except such lender as otherwise expressly provided in this Agreement, Tenant hereby waivesa cure, to the maximum extent permitted of such cure, of LANDLORD’s obligations under this LEASE. The self-help and offset rights set forth in this Section shall inure solely to the benefit of 99¢ Only Stores and only such of its assignees as may be owned by lawit, under the right control of it, under the control of any entity which also controls it, or which own not less than ten (10) stores operated under the name ‘99¢ Only Stores’ or such other name as may be employed by TENANT in its retail operations prior to make repairs at any Property at such assignment. Notwithstanding anything to the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord contrary contained herein, TENANT shall have the right to give, record install and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to maintain antennae and/or a satellite dish on the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature roof of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such NoticePREMISES, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant law. TENANT shall so elect, directly to the Manager or promptly repair any other Person performing the required work) and, upon such disbursementdamage to, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding roof of the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived PREMISES which is caused by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementinstallation and maintenance of said antennae and/or satellite dish.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Real Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures Capital Expenditures, including, without limitation, the Capital Expenditures identified in connection with any repair, maintenance or renovation with respect to any PropertyCapital Replacements Budget, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Expenditure, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement Capital Expenditure shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementCapital Expenditure.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof or, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertythe Leased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve or such repair, maintenance or renovation is not a permitted expenditure from the FF&E Reserve as described in Section 5.1.2(a)(i), (ii) and (iii), Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that, in the event that if Landlord shall elect not to disburse such required any funds as aforesaidpursuant to this Section 5.1.3(b), Tenant’s obligation 's sole recourse shall be to elect not to make such required the applicable repair, renovation maintenance or replacement shall renovation, and such failure shall, except as otherwise provided in Section 5.1.2(f), not be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, a Default or Event of Default. Tenant shall have no obligation include a good faith projection of funds required pursuant to make such required repair, renovation or replacementthis Section 5.1.3(b) in the FF&E Estimate.

Landlord’s Obligations. (a) Except as otherwise expressly provided in Notwithstanding the provisions of Sections 11.1 and 11.2 above, subject to compliance with the provisions of this AgreementSection 11.3, Landlord shall notreimburse Tenant for the costs reasonably incurred by Tenant for maintenance, under any circumstancesrepair and replacement of the roof (including membrane), be required except for costs to build the extent necessitated by Tenant’s installation, maintenance or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals removal of any nature Roof Equipment (as defined below), foundations, and exterior walls of the Building. Except in the case of an emergency, Landlord shall not be obligated to reimburse any such costs, unless such costs have been authorized in advance by Landlord or description deemed to have been authorized, as provided below in this Section 11.3. In the event any such costs are incurred as a result of an emergency, Tenant shall notify Landlord of such emergency and the need to incur such costs as soon as reasonably practicable thereafter, and shall only incur such costs as are reasonably necessary (as determined by Tenant in its reasonable discretion) to stabilize the Building and avoid further damage to the Leased Property, whether ordinary Building or extraordinary, structural injury to any persons prior obtaining Landlord’s approval of such costs. If Tenant desires to perform any repair or nonstructural, foreseen or unforeseen, or maintenance costs for which it intends to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted seek reimbursement by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law this Section 11.3, except in effect on the Commencement Date for case of an emergency, Tenant shall request Landlord’s approval of the costs to be incurred prior to incurring the same. Any such Property or thereafter enactedrequest shall be in writing, and shall include a copy of proposal(s) from the contractor(s) Tenant desires to hire to perform the same. Landlord shall have not unreasonably withhold its approval of any such request that is reasonably necessary to maintain such components of the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant Building to the terms standard to which Tenant has historically maintained such components of this Agreementthe Building during its occupancy thereof, Tenant is required including occupancy during the term of the Original Lease. Landlord’s failure to make any expenditures in connection with any repair, maintenance or renovation with respect respond to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, request within ten (10) Business Days business days after receipt thereof shall be deemed to constitute Landlord’s approval of such Noticerequest, subject so long as the request from Tenant includes a statement advising Landlord that its failure to and respond within such ten (10) business day period shall be deemed to constitute its approval thereof. Any costs incurred by Tenant for which Landlord is responsible to pay in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent this Section 11.3 shall be adjusted as reimbursed by Landlord within thirty (30) days after receipt of an invoice from Tenant, which shall be accompanied by copies of the underlying invoices from the contractor(s) performing such work, evidence that Tenant has paid the cost of such work in full, and a statement from Tenant certifying that such work has been completed to Tenant’s satisfaction. Any amounts not paid by Landlord within such thirty (30) day period shall bear interest from and after the thirty-first (31st) day at the rate of interest provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement21.2 below.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall notmaintain, under repair and replace in a first class condition the Project and the Common Area elements of the Building, those portions of the base building systems not located within nor exclusively servicing the Premises or other leased space, and the exterior walls, structural walls, supporting pillars, foundations, roof and roof membrane of the Building. If such maintenance, repair or replacement is due to the acts, omissions or negligence of Tenant or any circumstancesTenant Parties (as defined in Section 7.07 below), be required then Landlord shall nevertheless make such repairs at Tenant’s expense, and Tenant, within thirty (30) days after receipt of an invoice, shall pay to build or rebuild Landlord all costs and expenses of any improvement on the Leased Property, or to make any such repairs, replacements, alterations, restorations or renewals together with accrued interest at the Agreed Rate from the date of Landlord’s payment. Tenant shall give Landlord written notice of any nature or description to needed repairs which are the Leased Propertyobligation of Landlord hereunder. It shall then be the obligation of Landlord, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waivesafter receipt of such notice, to perform the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. same within thirty (b30) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenantnotice; provided, however, that if the nature of the repairs is such that more than thirty (30) days are reasonably required for performance, then Landlord shall elect not be deemed to disburse be in default hereunder if Landlord commences such required funds repairs within said thirty (30) day period and thereafter diligently completes them and provided further that, for purposes of this sentence, “commences” includes any steps taken by Landlord to investigate, design, consult, bid or seek permit or other governmental approval in connection with such repair. Should Landlord default, as aforesaidprovided in Section 12.03 below, Tenant’s in its obligation to make any of the repairs assumed by it hereunder with respect to the Premises, or with respect to the Building if such required repair, renovation or replacement repairs shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement reasonably necessary to Tenant’s use and occupancy of the contraryPremises, Tenant shall have no obligation the right to perform such repairs, in which event Landlord, within thirty (30) days after written demand accompanied by detailed invoice(s), shall pay to Tenant the reasonable, actual out-of-pocket costs expended by Tenant for such repairs together with accrued interest at the Agreed Rate from the date of Tenant’s payment, provided that nothing herein shall be deemed to create a right of setoff or withholding by Tenant of Base Rent or Additional Rent or any other amounts due herein. Landlord shall not be liable to Tenant for any damage to person or property as a result of any failure to timely perform any of its obligations with respect to the repair, maintenance or replacement of the Premises, the Building, or the Project or any part thereof, and Tenant’s sole right and remedy (together with its rights under Section 12.03 below) shall be the performance of said repairs by Tenant with the right of reimbursement from Landlord, all in accordance with the terms of this Section 6.01(b). Tenant hereby expressly waives all rights under and benefits of Sections 1941 and 1942 of the California Civil Code or under any law, statute or ordinance on the same subject now or hereafter in effect to make such required repairrepairs and offset the cost of same against Rent or to withhold or delay any payment of Rent or any other of its obligations hereunder as a result of any default by Landlord under this Section 6.01(b). Except to the extent arising in connection with a breach of a representation or warranty of Landlord in Section 5.02 above, renovation or replacementall costs and expenses incurred by Landlord in connection with the foregoing obligations shall be included in Operating Expenses.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or or, except as provided in Section 5.1.3(b), to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant at any time, funds in the Reserve shall be insufficient or are reasonably projected to the terms of this Agreement, Tenant is required to make any be insufficient for necessary and permitted expenditures in connection with any repair, maintenance or renovation with respect to any Propertythereof, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementpermitted action, the estimated cost thereof (including the amount which is in excess of the amount of funds in the Reserve) and such other information with respect thereto as Landlord may reasonably require. Provided that (i) no Event of Default shall have occurred and be continuing as to which (x) ninety (90) days or less shall have elapsed after Notice of the occurrence thereof from Landlord to Tenant or (y) Landlord shall have commenced enforcing and is diligently pursuing enforcing its rights and remedies, and (ii) Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, or such later dates as Tenant may direct by reasonable prior Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding In the foregoingevent that any dispute shall arise with respect to Landlord's obligation to disburse any funds pursuant to this Section 5.1.3(b),such dispute shall be resolved in accordance with the applicable provisions of Article 19. Whenever reasonably possible, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementidentify disputed items on a line item basis.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section SECTION 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s 's obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in Article Seven (Damage or Destruction) and Article Eight (Condemnation) and Section 6.04(b) below, and subject to the provisions of Section 6.04 regarding repairs during the initial construction warranty period, LANDLORD shall, at its sole cost and expense, keep the foundations, resurfacing or replacement of parking lot surface, structural portions of the building (including foundations, the slab, and compliance with earthquake code), replacement of the structural portions of the roof (and the roof membrane), the structural portions of the roof top signage, if any, the pylon signage, if any, all COMMON AREAS (including, without limitation, all parking areas), and the existing COMMON AREA signs and electrical service thereto, exterior walls, fire sprinkler system (if any) and utility connections to the building (water, sewer, electrical, phone, etc.) in good order, condition and repair. LANDLORD shall make repairs under this AgreementSection 6.03 within a reasonable time after receipt of written notice from TENANT of the need for such repairs. If LANDLORD fails to commence to meet any obligation hereunder, Landlord including without limitation Section 6.03 and Section 4.05, within a reasonable amount of time after TENANT’s notice thereof (not exceeding 15 days, except in the case of an emergency or dangerous condition, in which event no notice shall notbe required), under then TENANT may, but shall not be obligated to do so and without waiving any circumstancesother rights or remedies provided hereunder or by law, be required perform any portion of LANDLORD’s obligations and deduct all reasonable amounts expended in connection therewith from TENANT’s subsequent, financial obligations to build LANDLORD. All notices sent to LANDLORD prerequisite of TENANT’s exercise of its rights pursuant to the provisions of the foregoing sentence shall contain the words ‘Notice of Intention to Exercise Self-Help Rights’ in the “Re” line or rebuild any improvement on otherwise prominently noted at the Leased Propertytop of such notice. Subject to satisfaction of the provisions of Section 11.01 with respect to TENANT’s receipt of recorded non-disturbance agreements from each lender, or to make any repairs, replacements, alterations, restorations or renewals TENANT shall send copies of any nature or description notice referring to the Leased PropertyTENANT’s self-help rights to such lender(s) as TENANT has been notified in writing by LANDLORD from time to time, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make at such addresses as LANDLORD specifies in such notice(s). TENANT will accept a cure by any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except such lender as otherwise expressly provided in this Agreement, Tenant hereby waivesa cure, to the maximum extent permitted of such cure, of LANDLORD’s obligations under this LEASE. The self-help and offset rights set forth in this Section shall inure solely to the benefit of 99¢ Only Stores and only such of its assignees as may be owned by lawit, under the right control of it, under the control of any entity which also controls it, or which own not less than ten (10) stores operated under the name ‘99¢ Only Stores’ or such other name as may be employed by TENANT in its retail operations prior to make repairs at any Property at such assignment. Notwithstanding anything to the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord contrary contained herein, TENANT shall have the right to give, record install and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to maintain antennae and/or a satellite dish on the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature roof of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such NoticePREMISES, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant law. TENANT shall so elect, directly to the Manager or promptly repair any other Person performing the required work) and, upon such disbursementdamage to, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding roof of the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived PREMISES which is caused by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementinstallation and maintenance of said antennae and/or satellite dish.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Real Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures Capital Expenditures, including, without limitation, the Capital Expenditures identified in connection with any repair, maintenance or renovation with respect to any PropertyCapital Replacements Budget, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Expenditure, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cSECTION 3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement Capital Expenditure shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementCapital Expenditure.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementDuring the Term, Landlord shall notshall, under any circumstancesat Landlord’s expense, be required subject to build or rebuild any improvement on reimbursement as an Operating Expense to the Leased extent permitted pursuant to Article 4 and Exhibit D, comply with all Applicable Laws relating to the Property, the Building, and the Building Structure and the Building Systems, including, but not limited to, Applicable Laws requiring any physical modifications to the Premises (except to the extent of Tenant's obligations pursuant to Section 9.1 above). Without limiting the generality of the foregoing, Landlord shall, at its sole cost and expense, subject to reimbursement as an Operating Expense to the extent permitted pursuant to Article 4 and Exhibit D, cause the Building and the Property to comply with the ADA, subject to Tenant’s obligations under Article 6. Landlord's obligations hereunder include the obligation to comply with local building codes enacted under the ADA to the extent required for Tenant to obtain and maintain a certificate of occupancy or to make comply with any repairsenforcement action brought by a governmental authority or private party. Landlord's obligation to comply with Applicable Laws, replacementsat Landlord's expense, alterations, restorations or renewals of any nature or description subject to reimbursement as an Operating Expense to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to Article 4 and Exhibit D, shall apply to any law in effect corrective work to cure violations existing on the Commencement Date for such Property (whether known or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant unknown to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cparties). Notwithstanding the foregoing, Landlord may elect shall have the right to contest any alleged violation in good faith (whether such alleged violation is asserted by a governmental authority or private party), including, but not limited to, the right to disburse such required funds apply for and obtain a waiver or deferment of compliance, the right to Tenant; providedassert any and all defenses allowed by law and the right to appeal any decisions, howeverjudgments or rulings to the fullest extent permitted by law, provided that if (a) Landlord shall elect indemnify, defend and hold Tenant harmless from and against all Claims relating to such alleged violation, (b) Tenant's use and enjoyment of the Premises is not adversely affected thereby and (c) after the exhaustion of any and all rights to disburse such required funds as aforesaidappeal or contest, Tenant’s obligation make all repairs, additions, alterations or improvements necessary to make such required repair, renovation comply with the terms of any final order or replacement judgment. Nothing contained in this Section 9.2 shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to limit Tenant’s obligations under Sections 6.2(e) or 9.1 with respect to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementADA.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten at Landlord’s sole cost and expense, maintain the following in good condition and repair (10including repairs and replacements, as reasonably necessary): (i) Business Days after such Noticethe Building footings, subject to foundations, floor slab, structural steel columns and in accordance with girders; (ii) the applicable provisions of Article 6Building roof (including, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursementwithout limitation, the Minimum Rent shall be adjusted roof structure, membrane and roof covering) and exterior walls; and (iii) any underground utilities serving the Premises (collectively referred to herein as provided in Section 3.1.1(c“Capital Replacements”). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repairpay for any Capital Replacements made by Landlord in a commercially reasonable manner and to the extent reasonably necessary to be made, renovation except as follows: Tenant shall reimburse Landlord for the amortized portion of the cost of any Capital Replacements (amortized on a straight-line basis over its useful life or replacementthe remaining Term of this Lease, whichever is longer), payable in equal monthly installments beginning on the date which is thirty (30) days after Landlord has provided a written demand, accompanied by a paid invoice and reasonable supporting documentation therefor, and thereafter on the first day of each month during the remainder of the Term of this Lease, as applicable; provided, Tenant shall in no event be liable for any portion of the amortized cost of any Capital Replacements which extends beyond the expiration of the Term. If Tenant becomes aware of any condition that is Landlord’s responsibility to repair pursuant to this Lease, Tenant shall promptly notify Landlord of the condition. All repairs and replacements made by or on behalf of Landlord shall be made and performed in accordance with all applicable Laws.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any the Leased Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any the Leased Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s 's obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. To the extent that the provision of any services or the performance of any maintenance or any other act respecting the Subleased Premises, the Master Lease Premises or the Building is the responsibility of Landlord, including without limitation providing the services described in Section 7 of the Master Lease (collectively “Landlord Obligations”), upon Subtenant’s request, Sublandlord shall make diligent commercial efforts to cause Landlord to perform such Landlord Obligations. Provided Sublandlord makes such diligent commercial efforts, in no event shall Sublandlord be liable to Subtenant for any liability, loss or damage whatsoever in the event that Landlord should fail to perform the same despite Sublandlord’s diligent commercial efforts, nor shall Subtenant be entitled to withhold the payment of Rent or terminate this Sublease in such case; provided, further, that if Landlord fails to perform the same under the Master Lease then Subtenant shall have all of the rights under this Sublease that Sublandlord has under the Master Lease with respect to such failure to act despite Sublandlord’s diligent commercial efforts. Such diligent commercial efforts by Sublandlord shall include, without limitation, upon becoming aware of non-performance by the Landlord, (a) Except as otherwise expressly provided immediately notifying Landlord of its non-performance under the Master Lease and requesting that Landlord perform its obligations under the Master Lease and (b) reasonably cooperating with any efforts by Subtenant (at no cost to Sublandlord) in this Agreementcausing Landlord to perform such Landlord Obligations. Without limiting the generality of the foregoing, Landlord Subtenant agrees that Sublandlord shall not, under any circumstances, not be required to build perform any of the Landlord Obligations, nor shall any representations or rebuild warranties made by Landlord under the Master Lease be deemed to have been made by Sublandlord. Sublandlord shall not be responsible for any improvement failure or interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied at the Building by Landlord or otherwise, including, without limitation, heat, air conditioning, ventilation, life-safety, water, electricity, elevator service and cleaning service, if any; and no failure to furnish, or interruption of, any such services or facilities shall give rise to any (i) liability on the Leased Propertypart of Sublandlord, or (ii) abatement, diminution or reduction of Subtenant’s obligations under this Sublease. In addition to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forthdiligent commercial efforts, in reasonable detailthe event any failure by Landlord to perform the Landlord Obligations materially interferes with Subtenant’s rights under this Sublease, then following written request by Subtenant, Sublandlord agrees to institute legal proceedings against Landlord to obtain the nature performance of the required repair, renovation or replacement, Landlord Obligations under the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to TenantMaster Lease; provided, however, that if Landlord Subtenant shall elect not to disburse such required funds as aforesaidindemnify Sublandlord against, Tenant’s obligation to make such required repairand hold Sublandlord harmless from, renovation or replacement shall be deemed waived all costs and expenses incurred by Landlord, and, notwithstanding anything contained Sublandlord in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementconnection therewith.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at to any Property at the expense of Landlord pursuant to any law in effect on the applicable Commencement Date for with respect to such Property or thereafter enactedthereafter. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any the Leased Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any the Leased Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other other, Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly Subject to the limitations hereinafter set forth, Landlord agrees, while Client is occupying the Premises and is not in breach of, or default under, this Lease, to furnish to Client: (i) facilities to provide water at those points of supply both within the Premises and those provided for general use of Clients of the Building; (ii) facilities to provide a supply of electrical current reasonably necessary for general business office use and occupancy of the Premises and electric lighting and a supply of electrical current to the common areas of the Building; (iii) heating and refrigerated air conditioning in season; and (iv) elevator and janitorial service to the Premises, all such services to be provided in scope, quality and frequency to those services being customarily provided by landlords in comparable office buildings in the surrounding area. Heating, ventilation and air conditioning requirements and standards under this AgreementLease shall be subject, however, to such regulations as the Department of Energy or other local, state or federal governmental agency, Board or commission shall adopt from time to time. In addition, Landlord agrees to maintain the public and common areas of the Building, such as lobbies, stairs, corridors and restrooms, in reasonably good order and condition; provided, however, that Client shall notreimburse Landlord, under any circumstancesupon demand, be required for all repairs and additional maintenance resulting from damages to build such public or rebuild any improvement on the Leased Propertycommon areas caused by Client, or its employees, agents or invitees. Landlord reserves the right, exercisable without notice and without liability to Client for damage or injury to property, persons or business and without effecting an eviction, constructive or actual, or disturbance of Client’s use or possession of the Premises, or giving rise to any claim by Client for setoff or abatement of rent, to decorate and to make any repairs, replacements, alterations, restorations additions, modifications, changes or renewals improvements, whether structural or otherwise, in and about the Building, or any part thereof, and for such purposes to enter upon the Premises and, during the continuance of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waivessuch work, to temporarily close doors, entryways, public space and corridors in the maximum extent permitted by law, the right Building and to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property interrupt or thereafter enacted. Landlord shall have the right to give, record temporarily suspend Building services and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingfacilities. (b) IfIf Landlord, pursuant to the terms of this Agreementany extent, Tenant is required fails to make available any expenditures of the services to be provided by Landlord expressly set forth above or if any slowdown, stoppage or interruption of, or any change in connection with any repairthe quantity, maintenance character or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detailavailability of, the nature services to be provided by Landlord expressly set forth above occurs, such failure or occurrence shall not render Landlord liable in any respect for damages to either person, property or business, nor be construed as an eviction of the required repairClient or work an abatement of rent, renovation nor relieve Client from fulfillment of any covenant or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenantagreement hereof; provided, however, that if (i) any of the foregoing services for which Landlord is solely responsible are not furnished to the Premises for five (5) or more consecutive business days, and (ii) the Premises are rendered untenantable due to the Landlord’s failure to deliver such services, then commencing with the sixth (6th) business day of such interruption, the Basic Rental shall be abated until the Premises are again tenantable. Such abatement shall be Client’s sole and exclusive remedy due to any such interruption. (c) Should Client require any additional work or service, including but not limited to heating, ventilation and air conditioning (“HVAC”) furnished outside Landlord’s normal operating hours of 8:00 a.m. to 6:00 p.m., Monday through Friday, excluding holidays, or Requested Saturday Mornings (defined below), Landlord may, upon reasonable advance notice by Client, furnish such additional services at the Building standard hourly rate as may be charged from time to time. Notwithstanding the foregoing, in the event that Client desires HVAC service on a Requested Saturday Morning (excluding holidays) between the hours of 9:00 a.m. and 1:00 p.m., and provided that Client delivers a written request (which may be by facsimile) to Landlord prior to 3:00 p.m. on the Business Day preceding the Requested Saturday Morning on which such HVAC service is requested, Landlord shall elect not provide HVAC service to disburse the Premises at no additional charge to Client during the requested period between 9:00 a.m. to 1:00 p.m. on such Saturday Morning (a “Requested Saturday Morning”). (d) Landlord may, at any time in its sole discretion, require separate metering or submetering for gas, electric power or for any other utility service required funds as aforesaidby Client if such service is deemed by Landlord to be in excess of Building standard usage, Tenant’s obligation to make in which case the cost of installing such required repair, renovation or replacement metering shall be deemed waived at Client’s sole cost and expense, due and payable upon demand by Landlord, andand in which event Client shall pay for all such utility service in excess of its normal and customary usage, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementas metered.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord Subtenant agrees that Sublandlord shall not, under any circumstances, not be required to build or rebuild perform any improvement on of the Leased Propertycovenants, or to make any repairsagreements and/or obligations of Landlord under the Master Lease, replacementsincluding, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by lawwithout limitation, the right services provided under the Master Lease, and, insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to make repairs at any Property at be performed under the expense of Master Lease by Landlord pursuant thereunder. Subtenant acknowledges and agrees that Sublandlord shall be entitled to any law in effect on the Commencement Date look to Landlord for such Property or thereafter enactedperformance. Landlord In addition. Sublandlord shall have the right no obligation to give, record and post, as appropriate, notices of nonresponsibility under perform any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager repairs or any other Person performing obligation of Landlord under the required workMaster Lease, nor shall any representations or warranties made by Landlord under the Master Lease be deemed to have been made by Sublandlord. Sublandlord shall not be responsible for any failure or interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied at the Building by Landlord or otherwise, including, without limitation, heat, air conditioning, ventilation, life-safety, water, electricity, elevator service and cleaning service, if any; and no failure to furnish, or interruption of, any such services or facilities shall give rise to any (i) andabatement, upon such disbursementdiminution or reduction of Subtenant’s obligations under this Sublease, or (ii) liability on the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)part of Sublandlord. Notwithstanding the foregoing, Landlord may elect not Sublandlord shall use commercially reasonable efforts, under the circumstances, to disburse secure such required funds performance upon Subtenant’s request to Tenant; provided, however, that if Landlord Sublandlord to do so and shall elect not to disburse thereafter diligently prosecute such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by performance on the part of Landlord, and, notwithstanding anything contained provided that in no event will this Agreement sentence be construed to the contrary, Tenant shall have no obligation require Sublandlord to make such required repair, renovation commence any litigation or replacementsimilar proceeding against Landlord.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enactedthereafter. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures Capital Expenditures, including, without limitation, the Capital Expenditures identified in connection with any repair, maintenance or renovation with respect to any PropertyCapital Replacements Budget, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Expenditure, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement Capital Expenditure shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementCapital Expenditure.

Landlord’s Obligations. (a) Except as otherwise expressly provided Subject to subsections (b) and (c) below, in this Agreementthe event the Improvements shall be damaged by fire or other casualty, Landlord shall, at its own expense, cause such damage to be repaired, and the Rent shall not, under any circumstances, be required to build abated from the date of the occurrence of such fire or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for other casualty until such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingrepair work is completed. (b) IfSubject to subsection (c) below, pursuant to if a fire or other casualty occurs during the terms last two (2) years of the Term of this AgreementLease and (A) the cost of repairing or restoring the Improvements to their condition existing prior to such casualty, as determined by an architect or contractor selected by Landlord and reasonably approved by Tenant, is equal to or greater than 75% of the market value of the Improvements immediately preceding such casualty, as determined by an appraiser selected by Landlord and reasonably approved by Tenant is or (B) the time required to make any expenditures in connection with any repairrepair and restore the Improvements to their condition existing prior to such casualty, maintenance using a reasonable construction schedule as determined by an architect or renovation with respect to any Propertycontractor selected by Landlord and reasonably approved by Tenant, will exceed 180 days from the commencement of repairs and restoration, then either Landlord or Tenant may, at its electionoption, advance elect to terminate this Lease by giving the other written notice of termination within thirty (30) days from the date of such funds occurrence. In such event, the proceeds of insurance will belong to the party carrying such insurance, Tenant will not be required to pay the deductible, and the Rent shall xxxxx completely from and after the date of the occurrence of such fire or give Landlord Notice thereof, which Notice shall set forthother casualty. (c) Notwithstanding the foregoing, in reasonable detailthe event that the Improvements shall be damaged by any casualty not covered by Landlord's insurance as required by SECTION 9.1, Landlord shall have the nature option to terminate this Lease by notice to Tenant within sixty (60) days of the required repairoccurrence; provided, renovation or replacement, the estimated cost thereof and that Tenant may nullify Landlord's notice of termination in such other information with respect thereto as case by notifying Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject days thereafter that Tenant will make available to Landlord funds sufficient to cover the uninsured damage and in accordance with the applicable provisions of Article 6, disburse such required funds making arrangements reasonably satisfactory to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by funds available to Landlord as needed. If Tenant makes such funds available to Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant Landlord shall have no obligation to make repay such required repair, renovation funds to Tenant any time or replacementin any manner.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or or, except as provided in Sections 5.1.3(b), 10.2 and 11.2, to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof or, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertythe Leased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve or such repair, maintenance or renovation is not a permitted expenditure from the FF&E Reserve as described in Section 5.1.2(a)(i), (ii) and (iii), Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that, in the event that if Landlord shall elect not to disburse such required any funds as aforesaidpursuant to this Section 5.1.3(b), Tenant’s obligation 's sole recourse shall be to elect not to make such required the applicable repair, renovation maintenance or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementrenovation.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any the Leased Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any the Leased Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord Sublandlord shall not, under any circumstances, not be required to build or rebuild perform any improvement on of the Leased Propertycovenants, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense agreements and/or obligations of Landlord pursuant under the Master Lease, and, insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to any law in effect on be performed under the Commencement Date Master Lease by Landlord thereunder, Subtenant acknowledges and agrees that Sublandlord shall be entitled to look to Landlord for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. performance (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation except with respect to any Property, Tenant may, at its election, advance such funds or give Sublandlord’s obligation to pay Monthly Rent (as defined in the Master Lease) to Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions terms of Article 6the Master Lease, disburse such required funds in which case Subtenant shall look to Tenant (orSublandlord). In addition, if Tenant Sublandlord shall so elect, directly have no obligation to the Manager perform any repairs or any other Person performing obligations of Landlord under the required workMaster Lease, nor shall any representations or warranties made by Landlord under the Master Lease be deemed to have been made by Sublandlord. Sublandlord shall not be responsible for any failure or interruption of the services or facilities that may be appurtenant to or supplied at the Building by Landlord or otherwise, including, without limitation, heat, air conditioning, ventilation, life-safety, water, electricity, elevator service and cleaning service, if any; and no failure to furnish, or interruption of, any such services or facilities shall give rise to any (a) andabatement, upon diminution or reduction of Subtenant’s obligations under this Sublease (provided that if Sublandlord is entitled to an abatement of Rent payable under the Master Lease with respect to the Subleased Premises as a result of an interruption in services, or Landlord’s failure to provide such disbursementservices, to the Minimum Subleased Premises, including, without limitation, pursuant to Paragraphs 17.e or 23 of the Original Master Lease, Subtenant will be entitled to a parallel abatement of the Rent shall be adjusted as provided in Section 3.1.1(cpayable hereunder), or (b) liability on the part of Sublandlord. Notwithstanding the foregoing, Landlord may elect if the Subleased Premises, or a material portion of the Subleased Premises, are made untenantable for a period in excess of five (5) consecutive business days following Subtenant’s notice to Sublandlord of the occurrence of a service interruption as a result of a service interruption that is reasonably within the control of Sublandlord to correct or which is caused by Sublandlord’s gross negligence or willful misconduct (and through no fault of Subtenant) and provided that Subtenant in fact cannot and does not use the Subleased Premises (or such portion) as a consequence of such service interruption, then Subtenant, as its sole remedy, shall be entitled to disburse receive an abatement of Rent payable hereunder during the period beginning on the sixth (6th) consecutive business day following Subtenant’s notice to Sublandlord of the service interruption and ending on the day such required funds to Tenant; providedservice has been restored. Notwithstanding the foregoing, however, that if Landlord shall elect not default in any of its obligations to disburse perform services with respect to the Subleased Premises, Sublandlord shall use good faith efforts, under the circumstances, to seek Landlord’s performance upon Subtenant’s request to Sublandlord to do so and shall thereafter seek such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement performance on the part of Landlord; the foregoing provisions of this sentence shall in no event be deemed waived by Landlordto require Sublandlord to commence any legal proceeding, andarbitration or any other similar form of process unless Sublandlord, notwithstanding anything contained in this Agreement to the contrarySublandlord’s good faith discretion, Tenant shall have no obligation to make determines that commencement of such required repair, renovation or replacementaction is necessary and appropriate.

Landlord’s Obligations. 10.1 If the Tenant pays the rent reserved by and complies with all its other obligations under this lease, the Landlord will allow the Tenant to occupy the Premises without any interruption or disturbance from the Landlord or from anyone lawfully claiming through, under or in trust for it. 10.2 At its expense to keep the Structure of the Premises in good and tenantable repair and condition but so that in any event the Council shall not be responsible for any repairs to the same unless the Tenant has given prior written notice to the Council of such want of repair. 10.3 At its expense if and when necessary to renew, replace and maintain (save where such is the Tenant's responsibility under this lease) from time to time any of the Plant or any working and other parts thereof which may be or become beyond repair or destroyed otherwise than through the misuse of the same by the Tenant or through failure of the Tenant to perform its obligations under clause 6.4 of this Lease, but so that the Landlord shall not be responsible for such renewal or any replacement unless the Tenant has given to the Council prior written notice of such want of repair. 10.4 At its expense to repair and maintain as necessary the surface of the Sports Areas, roads, paths ands car parks. 10.5 The Landlord shall observe and perform all of the covenants, conditions, restrictions, stipulations and other matters contained in the Sports and Leisure Management and Funding Agreement insofar as such relate to the Premises. 10.6 The Landlord will pay to the Tenant within 30 days of demand therefore the staff costs and cost incurred payable pursuant to sub-clause 0 below. 10.7 The Landlord in carrying out the work to the Premises pursuant to its obligation under sub-clauses 10.2 and 10.3 above shall where appropriate comply with the following conditions: (a) Except as otherwise expressly provided in this Agreement, Landlord shall notobtain all necessary consents for the work, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing.Enactment; (b) If, pursuant notify the Landlord's insurers in writing of its intention to carry out the terms of this Agreement, Tenant work; (c) make a written declaration that the Landlord is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature sole client for the purposes of the required repair, renovation or replacement, Construction Regulations; (d) provide the estimated cost thereof Tenant with a copy of that declaration and the acknowledgement of it from the Health and Safety Executive; (e) the Landlord shall use all reasonable endeavours to start and finish the work within such other information with respect thereto time frame as the Tenant and Landlord may shall agree acting reasonably require. Provided and shall carry out and complete that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and work in accordance with the applicable Approved Set of Drawings and all the other provisions of Article 6this lease; and (f) the Landlord shall notify the Tenant, disburse immediately and in writing, on completion of the work. 10.8 The Landlord shall indemnify and keep indemnified the Tenant against all actions proceedings costs charges claims and demands in respect of any liability for Contamination in or arising from the Premises pursuant to the Environment Protection Act 1990 and the Environment Act 1995 or otherwise howsoever arising and whether or not caused by the actions of the Landlord in respect of any Contamination that has occurred prior to the date of this lease whether on land comprising the Premises or on the Landlord's adjoining land if any Provided Always that such required funds indemnity shall not extend to any Contamination: (a) caused by or arising from any act or omission of the Tenant (or persons(s)) with the Tenant' direct or implied authority; or, if Tenant shall so elect, directly (b) which arose after the date of this lease; or (c) to the Manager extent such Contamination has been aggravated and/or released by any act or any other Person performing omission or failure to mitigate harm by the required workTenant (or person(s)) and, upon such disbursement, with the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation 's direct or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementimplied authority.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord Subtenant agrees that Sublandlord shall not, under any circumstances, not be required to build or rebuild perform any improvement on of the Leased Propertycovenants, or to make any repairsagreements and/or obligations of Landlord under the Master Lease, replacementsincluding, alterationswithout limitation, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly services provided in this AgreementArticle 7 of the Master Lease, Tenant hereby waivesand, insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to be performed under the maximum extent permitted Master Lease by lawLandlord thereunder, the right Subtenant acknowledges and agrees that Sublandlord shall be entitled to make repairs at any Property at the expense of look to Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enactedperformance. Landlord In addition, Sublandlord shall have the right no obligation to give, record and post, as appropriate, notices of nonresponsibility under perform any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager repairs or any other Person performing obligation of Landlord under the required workMaster Lease, nor shall any representations or warranties made by Landlord under the Master Lease be deemed to have been made by Sublandlord. Sublandlord shall not be responsible for any failure or interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied at the Building by Landlord or otherwise, including, without limitation, heat, air conditioning, ventilation, life-safety, water, electricity, elevator service and cleaning service, if any; and no failure to furnish, or interruption of, any such services or facilities shall give rise to any (i) andabatement, upon such disbursementdiminution or reduction of Subtenant’s obligations under this Sublease, or (ii) liability on the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)part of Sublandlord. Notwithstanding the foregoing, Landlord may elect (i) Sublandlord shall use commercially reasonable efforts, under the circumstances, to secure such performance upon Subtenant’s request to Sublandlord to do so and shall thereafter diligently prosecute such performance on the part of Landlord, provided that in no event will this sentence or any other provision of this Sublease be construed to require Sublandlord to commence any litigation, arbitration, judicial reference, or other similar proceeding against Landlord; and (ii) in the event that Sublandlord actually receives an abatement of rent under the Master Lease with respect to the Subleased Premises as result of an interruption of services thereto, then Subtenant shall receive a corresponding abatement of Base Rent under this Sublease (not to disburse such required funds exceed the corresponding amounts payable by Subtenant to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement Sublandlord pursuant to the contraryterms hereof or the amount actually received by Sublandlord, Tenant shall have no obligation to make such required repair, renovation or replacementwhichever is less).

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall notmaintain, under any circumstancesrepair, be replace and keep in good operating condition comparable to similar first class office properties in the Applicable Submarket, the Common Areas (including, without limitation, the lobbies, elevators, stairs, parking areas, grounds, landscaping, loading areas and corridors), the roofs, foundations, load-bearing elements, conduits and structural walls and other structural elements of the Building, the underground utility and sewer pipes of the Buildings (except to the extent required to build be maintained or rebuild repaired by a governmental or quasi-governmental authority, in which case such authority shall have sole responsibility for such maintenance and/or repair provided Landlord is diligent in causing such governmental or quasi-governmental authority to perform its maintenance and/or repair responsibilities), all Building Systems (including base building restrooms but excluding any improvement on Specialty Systems and excluding Tenant’s data and telecommunications systems, all of which shall be Tenant’s sole responsibility), and all other portions of the Leased PropertyLand, or to make any repairsBuilding and Premises which are not Tenant’s responsibility under Section 7.3, replacementsbelow, alterations, restorations or renewals the cost of any nature or description which shall be included within Operating Costs except to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property extent set forth in any waySection 9.6 hereof. Except as otherwise expressly provided in this Agreement, Tenant hereby waivesThe foregoing notwithstanding, to the maximum extent permitted the need for any such repairs or replacements arises as the result of the negligence or willful misconduct of Tenant or Tenant’s Agents, and the same is not covered under the policies of casualty insurance which are required to be carried by lawthe parties pursuant to this Lease (in which case the proceeds of such insurance will be utilized to satisfy the cost thereof), the right entire cost of such repairs or replacements shall be reimbursable by Tenant to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to giveas Additional Rent under this Lease, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent reimbursement shall be adjusted as provided in Section 3.1.1(c)due not later than thirty (30) days after Landlord’s written demand therefor. Notwithstanding the foregoing, any defects in construction of the Building or Premises discovered by Tenant or Landlord may elect not within the applicable warranty period (which in the case of latent defects, shall be limited to disburse one year after the applicable date Substantial Completion of the item in question is achieved unless a manufacturer’s or contractor’s warranty for such required funds items has a greater length than one year) shall be timely repaired at no expense to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. Provided Tenant is not in default hereunder, Landlord shall as a part of Expenses make available to the Premises during the Building's normal business hours as set forth in Rule 17 of the Rules and Regulations described in Article 36 hereof, such amounts of air conditioning, heating and ventilation as may be required in Landlord's reasonable judgment for the comfortable use of the Premises, as well as elevator service, reasonable amounts of electric current for normal lighting by Building Standard overhead fixtures and for fractional horsepower office machines, and water for lavatory and drinking purposes. "Building Standard" fixtures and equipment are as described in Schedule A to EXHIBIT C attached hereto or, in absence thereof, as installed in the typical common corridor. Landlord shall as a part of Expenses replace Building Standard light bulbs, tubes and ballasts which need replacing due to normal use. Landlord shall also as a part of Expenses maintain and keep lighted the common stairs, entries and toilet rooms in the Building and shall provide trash removal, janitorial service and window washing customary for similar buildings in the same geographical area. Except to the extent caused by Landlord's negligence, Landlord shall not be in default hereunder or liable for any damages directly or indirectly resulting from, nor shall the Rent be abated (a) Except except as otherwise expressly provided for herein) or shall there be deemed a constructive or other eviction of Tenant by reason of (i) the installation, use or interruption of use of any equipment in this Agreementconnection with the furnishing of any of the foregoing utilities and services, (ii) failure to furnish, or delay in furnishing, any such utilities or services when such failure or delay is caused by acts of God, acts of government, labor disturbances of any kind, or other conditions beyond the reasonable control of Landlord, or by the making of repairs or improvements to the Premises or any part of the Project, or (iii) governmental limitation, curtailment, rationing or restriction on use of water, electricity or any other service or utility whatsoever serving the Premises, Building or Common Area. If (a) Landlord shall not, under fails to provide any circumstances, be utility Landlord is required to build or rebuild any improvement on provide Tenant under the Leased Propertyprovisions of this Section 12.1 (except where such failure is the result of casualty damage to, or a condemnation of, all or a part of the Building), and (b) such failure is attributable to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseenLandlord, or to make any expenditure whatsoever its agents, employees or contractors, and (c) such failure constitutes a material interference with respect theretoTenant's use and occupancy of the Premises, or to maintain and (d) Tenant has notified Landlord in writing of such failure ("Utility Interruption Notice"), then if such interruption continues for five (5) consecutive days after Landlord has received the Leased Property in any way. Except as otherwise expressly provided in this AgreementUtility Interruption Notice, then the Basic Rent shall be wholly abated commencing upon said fifth (5th) day and continuing until such utility is restored and (ii) if such interruption continues for a period of forty-five (45) consecutive days after Landlord has received the Utility Interruption Notice, then Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of terminate this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Lease by providing Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days days' written notice thereof, which notice must be given after the expiration of the said forty-five (45) day period and received by Landlord prior to the date such Notice, subject utility is restored. Landlord shall be entitled to and in accordance cooperate with the applicable provisions energy conservation efforts of Article 6, disburse governmental agencies or utility suppliers. The failure of Landlord to provide such required funds to Tenant (or, services if Tenant consistent with the foregoing shall so elect, directly to the Manager not constitute a constructive or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to eviction of Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall notat all times during the Term hereof and at Landlord's sole cost and expense, under any circumstanceskeep the Building and every part thereof in good condition and repair, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingincluding making replacements when necessary. (b) IfLandlord shall operate, pursuant maintain and repair the Building in a first-class manner and in full compliance with all governmental regulations, ordinances and laws from time to time in effect including, but not limited to, laws pertaining to hazardous substances ("Applicable Laws"); and in the case of hazardous substances, the term "Applicable Laws" will be deemed to include any standards, guidances or other recommendations issued by nationally recognized authoritative governmental units or other bodies such as the United States Environmental Protection Agency, the United States or any relevant state Occupational Safety and Health Administration, the National Institute of Health, or the American Congress of Industrial Hygienists) in order to make the Building and the Premises suitable for business offices. Landlord will be fully responsible for making all alterations and repairs to the terms Building and the Premises at its cost, which shall not be included as Operating Expenses, resulting from or necessitated by the failure by Landlord and/or Landlord's contractors to comply with the Applicable Laws, or from Landlord's and/or Landlord 'e contractor 'e utilization of this Agreementhazardous substances in violation of Applicable Laws or which could, Tenant is required to make any expenditures in connection with any repairthe prudent business judgment of Tenant, maintenance or renovation taking into account the standards, guidances and recommendations included in the definition of Applicable Laws contained herein with respect to any Propertyhazardous substances, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature pose a health risk to occupants of the required repairPremises. During the term of this Lease, renovation Landlord shall be responsible for removal or replacement, the estimated cost thereof and such other information with respect thereto encapsulation of any materials that contain asbestos as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise necessary to comply with requirements of the applicable provisions of Article 6Environmental Protection Agency or any regulatory agency having jurisdiction. Otherwise, Landlord shallshall maintain, within ten (10) Business Days after such Noticerepair and operate the Building and, subject to Tenant's repair obligations set forth in this Lease, the Premises, in excellent condition and repair, shall maintain a safe and healthful environment in accordance with the applicable provisions Building and shall operate, and provide security to, the Building in a manner comparable to other first-class institutional grade office buildings in the vicinity of Article 6the Building in downtown San Francisco, disburse such required funds to Tenant (or, if Tenant the cost of which shall so elect, directly be included in Operating Expenses to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as extent provided in Section 3.1.1(c). Notwithstanding the foregoing5.7. (c) Landlord has no obligation and has made no promise to alter, Landlord may elect not to disburse such required funds to Tenant; providedremodel, howeverimprove, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation decorate, or replacement shall be deemed waived by Landlordpaint the Premises, andor any part thereof, notwithstanding anything contained except as specifically set forth in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.this

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementTo the best of Landlord's actual knowledge, Landlord shall not, under any circumstances, be required to build or rebuild any improvement ---------------------- there exists no Hazardous Materials on the Leased PropertyPremises which are in violation of applicable Environmental Laws. If any Hazardous Materials in violation of applicable Environmental Laws are discovered in the Premises (other than as may be the responsibility of Tenant under Subparagraph B of this Section 8.3), and the existence of such Hazardous Materials results in a closure of the Premises or to make any repairspart thereof mandated by any Governmental Authority having jurisdiction thereof, replacements, alterations, restorations or renewals of any nature or description to then and in such event the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right (but not the obligation) to giveremediate or remove such Hazardous Materials, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (bi) If, pursuant if such Hazardous Materials are discovered prior to the terms commencement of this Agreementthe Term, Tenant then the date for commencement of the Lease Term shall be delayed by the same number of days as required for completion of such remediation or removal; and (ii) if such Hazardous Materials are discovered after the commencement of the Term, the Tenant's rent will be abated as is fair and equitable under the circumstances for as long as the Premises or any portion thereof is required to make be closed as the result of such Hazardous Materials. In the event the Landlord declines to undertake or fails to complete such remediation or removal as may be required by applicable Environmental Laws within a period of twelve (12) months following the closure of the Premises by such governmental authority as the result of such Hazardous Materials, then and in such event the Tenant shall have the right and option, as its sole remedy (except as and to the extent provided in the next sentence of this subparagraph C), to terminate this Lease by written notice delivered to Landlord at any expenditures in connection time following the expiration of said twelve (12) month period but prior to the completion of such remediation or removal. In addition, Landlord agrees to indemnify and hold harmless the Tenant from and against any and all liability, claims of liability, suits, actions, proceedings, judgments, penalties and fines paid or incurred by Tenant to any third parties or to any Governmental Authorities (hereinafter referred to as the "Third Party Environmental Liabilities"), together with any repairand all costs and expenses incurred by Tenant in defending against said Third Party Environmental Liabilities (including without limitation attorneys' fees, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereofconsultants' fees and expert fees), which Notice shall set forthmay be asserted against the Tenant as the result of any Hazardous Materials introduced into the Premises in violation of applicable Environmental Laws by the Landlord or its agents, in reasonable detail, servants or employees acting within the nature line and scope of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenanttheir authority; provided, however, that if notwithstanding anything to the contrary provided herein, the Landlord shall elect not to disburse such required funds have any liability for any Hazardous Materials which are present or caused in whole or in part as aforesaidthe result of any negligence, Tenant’s obligation to make such required repairwillful misconduct or other acts or omissions of (i) the Tenant or any of the other Tenant Parties, renovation (ii) any other tenants or replacement shall be deemed waived by occupants of the Building, (iii) any of Landlord, and, notwithstanding anything contained 's predecessors in this Agreement title to the contraryBuilding or any part thereof or interest therein, Tenant shall have no obligation to make such required repairor (iv) any other third parties (other than Landlord's agents, renovation servants or replacementemployees acting within the line and scope of their authority).

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementOn or before the Commencement Date, Landlord shall nothave the Premises tested for mold spore, under any circumstancesand if found, Landlord shall immediately remedy such situation, at its sole cost and expense. Landlord represents and warrants to Tenant that there is no asbestos in the Building or the Premises, but if asbestos is discovered, Landlord shall immediately cause such asbestos to be removed, at its sole cost and expense, and in such case, Landlord shall use its best efforts to have such removal done with minimum interference with Tenant's occupancy of the premises. Notwithstanding anything contained in Paragraphs 32(d) or 32(c), Landlord shall not be required to build or rebuild expend any improvement on the Leased Property, or amounts in excess of $750,000. Should Landlord fail to make any repairs, replacements, alterations, restorations or renewals discharge its obligations pursuant to Paragraphs 32(d) and (e) within a reasonable period of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreementtime, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to giveterminate this Lease by giving not less than ninety (90) days' prior written notice of its intention so to terminate to Landlord, record and post, this Lease shall terminate as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms date specified in such notice with the same effect as if such date were the scheduled expiration date of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)Lease. Notwithstanding the foregoing, Landlord may elect not if Tenant sends such a notice of cancellation and Landlord, prior to disburse the date of termination specified in such required funds notice, substantially completes such remediation or begins such remediation and prosecutes it to completion in good faith and with reasonable diligence, then Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement 's notice shall be deemed waived by Landlord, and, notwithstanding anything contained without force or effect and this Lease shall continue in this Agreement full force and effect. The foregoing provisions shall also apply to the contrary, Tenant shall have no obligation Landlord's obligations with respect to make such required repair, renovation or replacementRadon Gas as set forth in Rider No. 3 and the Landlord's obligations as to ADA compliance pursuant to Paragraph 48.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementSubject to Sections 4.3 and 11.1, Landlord shall notrepair, under any circumstancesmaintain in good and tenantable condition and replace, as necessary, the roof, exterior walls, structural parts of the Premises (including the structural floor) and all meters, pipes, conduits, equipment, components and facilities that supply the Premises with Utilities on a nonexclusive basis (except as the appropriate utility company has assumed these duties); in addition, Landlord shall maintain (but shall not be required to build repair or rebuild any improvement on replace) the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; HVAC system provided, however, that if Landlord shall elect have the option, but shall not be required, to disburse make repairs necessitated by reason of the negligence of Tenant or anyone claiming under Tenant, or by reason of Improvements made by Tenant or anyone claiming under Tenant, or by reason of breaking and entering of the Premises. In the event that Landlord makes such required funds repairs necessitated by the negligence of Tenant or anyone claiming under Tenant, Tenant shall pay as aforesaidAdditional Rent Landlord's costs plus fifteen percent (15%) of such costs for overhead, Tenant’s within fifteen (15) days after presentation of a statement therefor. As used in this Article 11, "exterior walls" shall include exterior surfaces of storefronts, window sashes, casements and frames. Exterior walls shall specifically exclude exterior and interior glass. It is understood and agreed that Landlord shall be under no obligation to make such required repair, renovation replace or replacement shall be deemed waived by Landlordmaintain the Premises or the mechanical equipment exclusively serving the Premises at any time, and, notwithstanding except as this Lease expressly provides. Notwithstanding anything to the contrary contained in this Agreement Lease, Landlord shall not in any way be liable to the contrary, Tenant shall have no obligation for failure to make repairs as herein specifically required of it unless Tenant has previously notified Landlord, in writing, of the need for such required repair, renovation or replacementrepairs and Landlord has failed to commence and complete said repairs within a reasonable period of time following receipt of Tenant's written notification.

Landlord’s Obligations. It shall be the obligation of Landlord to (ai) Except as otherwise expressly provide all services to be provided by Landlord under the terms of the Master Lease and (ii) to satisfy all obligations and covenants of Landlord made in this Agreementthe Master Lease. Sublessee acknowledges that Sublessor shall be under no obligation to provide any such services or satisfy any such obligations or covenants; provided, however, that: Sublessor, upon written notice by Sublessee, shall diligently attempt to enforce all obligations of Landlord under the Master Lease (without requiring Sublessor to spend more than a nominal sum, which nominal sum shall be limited to all costs associated with the preparation of and transmittal to Landlord of documentation from Sublessor or Sublessee's attorneys determining the obligations to be performed by Landlord under the Master Lease). If, after receipt of written request from Sublessee, Sublessor shall fail or refuse to take action ("Action") or if Sublessor's action is not, under any circumstancesin Sublessor and Sublessee's mutual judgement, be required to build or rebuild any improvement on adequate for the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals enforcement of any nature or description Sublessor's rights against Landlord with respect to the Leased Propertyportion of the Premises then occupied by Sublessee, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord Sublessee shall have the right to givetake such Action or additional action, record including but not limited to litigation, in its own name, and postfor that purpose and only to such extent, all of the rights of Sublessor as appropriatetenant under the Master Lease are hereby conferred upon and assigned to Sublessee, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant and Sublessee shall be subrogated to such rights to the terms extent that the same shall apply to the portion of this Agreementthe Premises then occupied by Sublessee. If any Action against Landlord in Sublessee's name shall be barred by reason of lack of privity, Tenant is required to make any expenditures nonassignability or otherwise, Sublessee may take such Action in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereofSublessor's name; provided that Sublessee has obtained the prior written consent of Sublessor, which Notice consent shall set forthnot be unreasonably withheld; and provided, in further, that Sublessee shall indemnify, protect, defend by counsel reasonably satisfactory to Sublessor and hold Sublessor harmless from and against any and all claims, demands, actions, suits, proceedings, liabilities, obligations, losses, damages, judgments, costs and expenses (including, without limitation, reasonable detailattorneys' fees) which Sublessor may incur or suffer by reason of such Action, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly except to the Manager extent incurred or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation suffered by reason of Sublessor's negligent acts or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementomissions.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Real Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures Capital Expenditures, including, without limitation, the Capital Expenditures identified in connection with any repair, maintenance or renovation with respect to any PropertyCapital Replacements Budget, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Expenditure, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cSECTION 3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s 's obligation to make such required repair, renovation or replacement Capital Expenditure shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementCapital Expenditure.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description Subject to the Leased Propertyprovisions of this Lease, whether ordinary or extraordinaryincluding, structural or nonstructuralwithout limitation, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. subparagraph (b) If, pursuant to below and the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof limitations and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred restrictions imposed by applicable laws and be continuing government and Tenant shall otherwise comply with the applicable provisions of Article 6utility company regula tions, Landlord shall, within ten at its sole cost and expense: (10i) Business Days after such Noticefurnish or cause to be furnished to the Building twenty-four (24) hours a day, subject during each day of the Term, electricity suitable for the intended use of the Premises, hot and cold running water, scavenger and recycling service, and elevator service; (ii) provide to the Premises window washing service for exterior windows and those janitorial services set forth on Exhibit "J" attached hereto and made a part hereof; (iii) maintain and keep lighted the Common Areas in accordance with the applicable provisions of Article 6Building; and (iv) provide heating, disburse such ventilation and air conditioning ("HVAC") to the Premises on all business days starting no later than 7:00 a.m. and ending no earlier than 6:00 p.m. Any HVAC required funds by Tenant for any days and hours other than those in the preceding sentence shall be provided to the Pre mises, upon reasonable notice by Tenant (orto Landlord, if and Tenant shall so electpay the actual costs to Landlord of providing such HVAC as such costs are established from time to time, directly within five (5) business days of receipt of an invoice from Landlord therefor. Landlord represents, warrants, cove nants and agrees that throughout the Term and any extension thereof, said electrical capacity shall not be reduced, and may be increased, as reasonably requested by Tenant, in order to sustain Tenant's intended use of the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to TenantPremises; provided, however, that if any costs relating to such increase shall be incurred and paid by Tenant. Notwithstanding anything to the contrary contained herein, Landlord shall elect not (if reasonably possible) deliver to disburse Tenant written notice of any intended interruption (including, without limitation any cessation or diminution) in the electricity or water supply affecting the Premises, within a reasonable period prior to such required funds as aforesaidinterruption. (b) As used herein, Tenant’s obligation to make such required repair, renovation or replacement "Essential Services" shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement mean (i) ingress and egress to the contraryBuilding (including, Tenant shall have no obligation to make such required repairwithout limitation, renovation or replacement.emergency exits), the Premises, the rest rooms in the Building and the Building's parking area; (ii) HVAC; (iii) life safety systems; (iv) mechanical systems; (v) plumbing and waste disposal systems; and

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord Subtenant agrees that Sublandlord shall not, under any circumstances, not be required to build or rebuild perform any improvement on of the Leased Propertycovenants, or to make any repairsagreements and/or obligations of Landlord under the Master Lease, replacementsincluding, alterationswithout limitation, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly services provided in this AgreementArticle 13 of the Original Lease, Tenant hereby waivesand, insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to be performed under the maximum extent permitted Master Lease by lawLandlord thereunder, the right Subtenant acknowledges and agrees that Sublandlord shall be entitled to make repairs at any Property at the expense of look to Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enactedperformance. Landlord In addition, Sublandlord shall have the right no obligation to give, record and post, as appropriate, notices of nonresponsibility under perform any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager repairs or any other Person performing obligation of Landlord under the required workMaster Lease, nor shall any representations or warranties made by Landlord under the Master Lease be deemed to have been made by Sublandlord. Sublandlord shall not be responsible for any failure or interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied at the Building by Landlord or otherwise, including, without limitation, heat, air conditioning, ventilation, life- safety, water, electricity, elevator service and cleaning service, if any; and no failure to furnish, or interruption of, any such services or facilities shall give rise to any (i) andabatement, upon such disbursementdiminution or reduction of Subtenant’s obligations under this Sublease, or (ii) liability on the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)part of Sublandlord. Notwithstanding the foregoing, Landlord may elect not Sublandlord shall use good faith efforts, under the circumstances, to disburse secure such required funds performance upon Subtenant’s request to TenantSublandlord to do so and shall thereafter diligently prosecute such performance on the part of Landlord; providedprovided that in no event will this sentence be construed to require Sublandlord to commence any litigation, howeverarbitration, judicial reference or other similar proceeding against Landlord. To the extent Sublandlord receives any abatement of Rent under the Master Lease that if Landlord shall elect not relates to disburse such required funds as aforesaidthe Subleased Premises, TenantSubtenant’s obligation to make such required repair, renovation or replacement Rent hereunder shall be deemed waived abated by Landlordthe same amount. With respect to services and repairs required to be effected by Landlord pursuant to the Master Lease, promptly following Sublandlord’s receipt of written notice from Subtenant identifying such repairs and/or services (“Repair Notice”), Sublandlord shall reasonably investigate Subtenant’s Repair Notice, and, notwithstanding anything contained if Sublandlord reasonably determines that Landlord is responsible for such repairs and/or services under the Master Lease, Sublandlord shall commence and diligently pursue to completion commercially reasonably efforts to cause Landlord to undertake appropriate corrective action. Sublandlord agrees to not unreasonably withhold its consent to any work or services requested by Subtenant of Landlord in this Agreement or to the contrarySubleased Premises, Tenant provided that Subtenant shall have no obligation pay all costs and expenses with respect to make such work or services to the extent payment is required repair, renovation or replacementunder the Master Lease.

Landlord’s Obligations. (a) Except as otherwise expressly provided Subject to the remainder of this Section 9 and all provisions in this AgreementLease relating to damage, destruction or condemnation of the Premises and to Tenant's indemnification of Landlord, Landlord shall notmaintain, under repair and keep in at least the same condition as of the Effective Date (ordinary wear and tear excepted) the foundation, the roof, any circumstancesroof coverings, be required to build or rebuild and exterior walls (excluding the interior and exterior finish surfaces of exterior walls, windows, window frames and doors) of any improvement building on the Leased Property, or Premises. If Landlord shall be called upon to make any repairssuch repairs occasioned by the negligent act or omission of Tenant, replacementsits employees, alterationsagents, restorations or renewals servants, customers and other invitees, the entire cost of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any waysuch repair shall be borne by Tenant. Except as otherwise expressly provided above, it is intended by the Parties hereto that Landlord have no obligation, in this Agreement, Tenant hereby waivesany manner whatsoever, to repair and maintain the maximum extent permitted by lawPremises, or the right equipment therein, all of which obligations are intended to make repairs at any Property at be that of Tenant. It is the expense intention of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to Parties that the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, Lease govern the nature respective obligations of the required repairParties as to maintenance and repair of the Premises, renovation and they expressly waive the benefit of any statute now or replacement, hereafter in effect to the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply extent it is inconsistent with the applicable provisions terms of Article 6, this Lease. Landlord shall, within ten (10) Business Days after such Notice, subject shall use reasonable efforts to and in accordance with the applicable provisions of Article 6, disburse such required funds cause any necessary repairs to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenantmade promptly; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation liability whatsoever for any delays in causing such repairs to make such required repairbe made, renovation including, without limitation, any liability for injury to or replacementloss of Tenant's business, nor shall any delays entitle Tenant to any abatement of Rent or damages, or be deemed an eviction of Tenant in whole or in part. The performance of Landlord's obligations hereunder shall be subject to delays attributable to force majeure.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on The Parties acknowledge that the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals Base Plans and Base Specifications incorporate the requirements of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and postTenant, as appropriateagreed with the Tenant, notices in respect of nonresponsibility under any mechanic’s lien laws now or hereafter existingits general requirements for the design and specifications of the Facility. (b) If, pursuant The Tenant shall be provided with reasonable time to review and provide their comments on any designs in relation to the terms Project. Design workshops leading to the staged design submissions shall be held at the following stages of completion: (i) 30% completion – concept design (this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give stage was completed on 21 November 2012); (ii) 60% completion – schematic design; (iii) 90% completion – tender issue; (iv) Approved for construction (if applicable); and (v) Contractor shop drawings. (c) The Landlord Notice thereof, which Notice shall set forth, in reasonable detail, develop and produce the nature of the required repair, renovation or replacement, the estimated cost thereof Detailed Plans and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and Specifications in accordance with the Base Plans and Base Specifications. (d) The Landlord shall design and construct the Facility (where applicable) such that, inter alia,: (i) the Facility is in compliance with the Base Plans and Base Specifications set out in Appendix 2 and the requirements herein; (ii) the Facility is targeted to obtain a minimum of 81% CONQUAS score and design and construction in accordance with the National Productivity and Quality Standards; (iii) the Facility is able to obtain a minimum of BCA Xxxxx Xxxx certification and LEED certification and the Landlord shall instruct the Main Contractor to provide all necessary support and information to facilitate the application and approval process. The Landlord shall endeavour to design and construct the Facility such that they are able to obtain BCA Green Xxxx Xxxx and LEED Gold scores Provided that in doing so, the Landlord is not financially prejudiced; and (iv) the design and construction of the Facility is in accordance with all applicable laws. (e) The Landlord shall at its own cost develop and complete the Facility in accordance with the Detailed Plans and Specifications, subject to such amendment and modification as may be made thereto in accordance with the provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)this Agreement. Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if The Landlord shall elect not procure all necessary utilities to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement undertake and complete the Project and shall be deemed waived ensure that the development works carried out by Landlord, and, notwithstanding anything contained it are in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementcompliance with applicable laws and regulations.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect theretoor, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing.44 -37- (b) If, at any time, funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof or, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertythe Leased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve or such repair, maintenance or renovation is not a permitted expenditure from the FF&E Reserve as described in Section 5.1.2(a)(i), (ii) and (iii), Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that, in the event that if Landlord shall elect not to disburse such required any funds as aforesaidpursuant to this Section 5.1.3(b), Tenant’s obligation 's sole recourse shall be to elect not to make such required the applicable repair, renovation maintenance or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementrenovation.

Landlord’s Obligations. (a) Except as otherwise expressly provided Landlord shall endeavor to keep the Common Areas of the Building and the Project in this Agreementa clean and neat condition. Subject to Section 9.2 below, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any all necessary repairs, replacementswithin a reasonable period following receipt of notice of the need therefor from Tenant, alterationsto the foundation, restorations or renewals roof, and all structural aspects of the Building (collectively, the “Building Structure”), exterior doors and windows of the Building, and to public corridors and other public areas of the Project not constituting a portion of any nature tenant’s premises and shall use commercially reasonable efforts to keep all Building Systems used by Tenant in common with other tenants in reasonable condition and repair, reasonable wear and tear excepted. Notwithstanding the foregoing, Tenant shall be solely responsible for the repair and maintenance of, and all damage to, the Building or description to the Leased PropertyProject (or any component thereof) resulting from the design and operation of all improvements which are not Building Standard improvements (described in the Work Letter Agreement) in or serving the Premises installed at the request of Tenant (regardless of whether installed by Landlord, whether ordinary its agents or extraordinary, structural contractors or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any waythird party contractors). Except as otherwise expressly provided in this AgreementArticle 12, there shall be no abatement of Rent, nor shall there be any liability of Landlord, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building. Tenant hereby waives, to the maximum extent permitted by law, waives the right to make repairs at Landlord’s expense under Sections 1941 and 1942 of the California Civil Code, and under all other similar laws, statutes or ordinances now or hereafter in effect. No provision of this Lease shall be construed as obligating Landlord to perform any Property at repairs, Alterations or decorations to the expense of Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms provisions of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementLease.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof or, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertythe Leased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve or such repair, maintenance or renovation is not a permitted expenditure from the FF&E Reserve as described in Section 5.1.2(a)(i), (ii) and (iii), Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.no

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant mayLandlord, at its electionexpense (but subject to recoupment to the extent permitted in Article 6 herein), advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, keep and maintain the nature Common Areas and the Structural Elements (other than the areas of the required repair, renovation or replacement, the estimated cost thereof Premises that Tenant is obligated to keep and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and maintain in accordance with the applicable provisions of Article 6Section 10.1 above) in good working order, disburse condition and repair, as a first class office building, consistent with the standards of Comparable Buildings and shall make all repairs and replacements (if necessary), structural and otherwise, interior and exterior, as and when needed in or about the Building, except for (i) those repairs for which Tenant is responsible pursuant to any other provision of this Lease, including but not limited to Section 10.1 above; (ii) repairs to Tenant’s Property; and (iii) repairs to other leased premises which are the obligation of the tenant thereof (Landlord being obligated to enforce such required funds to Tenant (or, if Tenant shall so elect, directly obligation to the Manager extent the same affects the Premises or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cTenant’s rights hereunder). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation or liability for repairs in the Premises until receipt of notice from Tenant specifying the repairs required, except in the case of emergencies where the notice may be by telephone (or otherwise orally by a duly authorized officer), thereafter promptly followed by a written notice. Additionally, Landlord shall enforce its rights under the REA to make such require that the Park be kept and maintained in good working order, condition and repair. (b) Tenant shall reimburse Landlord, as Additional Rent, for the reasonable cost of the following: (i) any repairs or replacements necessitated or occasioned by the acts, omissions or negligence (subject to the waiver of subrogation provisions contained in Article 7) of Tenant or any of the Tenant Parties, or (ii) any repairs or replacements necessitated or occasioned by or resulting from Alterations to the Premises made by Tenant; or (iii) any repairs made to the Base Building Systems necessitated or occasioned by the acts (other than the ordinary use of the Premises by Tenant as permitted under the terms of this Lease and subject to the waiver of subrogation provisions contained in Article 7), omissions or negligence of Tenant or any of Tenant’s Representatives; provided, however, that, notwithstanding anything to the contrary herein, Tenant shall not be liable in any way for any repair or replacement required repair, renovation due to a fire or replacementother casualty that was covered by the insurance to be maintained by Landlord under this Lease for which subrogation has been waived.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, any MSLS Operating Agreement with respect to a Property shall require that funds be disbursed for repairs, maintenance, renovations or replacements at or to such Property (including, but not limited to, pursuant to Section 8.01 and 8.03 of the MSLS Operating Agreements), or if, pursuant to the terms of this AgreementAgreement (including, without limitation, the provisions of SECTION 5.4 hereof), Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any PropertyProperty and the amount of such disbursements or expenditures either exceeds the amount on deposit in the FF&E Reserve or is not a permitted expenditure therefrom, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section SECTION 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. Landlord shall comply with all Applicable Laws relating (ai) Except as to the Building Structure, (ii) the Building Systems, but only with respect to Applicable Laws that were enacted, modified or initially enforced prior to the Lease Commencement Date, provided that, in either instance, compliance with such Applicable Laws is not the responsibility of Tenant under this Lease, and provided further that Landlord's failure to comply therewith would prohibit Tenant from obtaining or maintaining a certificate of occupancy for the Premises, or would unreasonably and materially affect the safety of Tenant's employees or create a health hazard for Tenant's employees, or would otherwise expressly provided materially and adversely affect Tenant's use of or access to the Premises. In addition to Landlord's obligations set forth in this Agreementthe Tenant Work Letter, Landlord shall notremove, under remediate, encapsulate or xxxxx any circumstancesother Hazardous Substances (including, be required to build but not limited to, asbestos and lead paint) which were in existence in the Building or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description Project prior to the Leased PropertyDelivery Date, whether ordinary and were of such a nature that a federal, state, local or extraordinarymunicipal governmental authority, structural if it had then had knowledge of the presence of such Hazardous Substances, in the state, and under the conditions that it then existed in the Building or nonstructuralon the Project, foreseen would have then required the removal of such Hazardous Substances or unforeseen, other remedial or to make any expenditure whatsoever containment action with respect thereto. To the extent required by Applicable Laws, or Landlord shall cause an Asbestos Operations and Maintenance Manual to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, be prepared and delivered to Tenant hereby waives, prior to the maximum extent permitted by lawLease Commencement Date, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord and shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to all asbestos disclosure and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementnotification requirements under Applicable Laws.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreementfor the obligations of Landlord under Section 8 (relating to destruction of the Premises) and under Section 10 (relating to condemnation of the Premises), it is intended by the parties hereto that Landlord shall nothave no obligation, under in any circumstancesmanner whatsoever, be required to build repair and maintain the Premises nor any building or rebuild improvement located thereon nor any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Propertyequipment, whether ordinary or extraordinary, structural or nonstructural, foreseen all of which obligations are intended to be that of the Tenant under this Article 6. Tenant expressly waives the benefit of any statute now or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property hereinafter in any way. Except as effect which would otherwise expressly provided in this Agreement, afford Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at Landlord’s expense or to terminate this lease because of Landlord’s failure to keep the expense of Landlord pursuant to any law Premises in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to givegood order, record condition and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingrepair. (b) If, pursuant to Tenant hereby accepts the terms of this Agreement, Tenant is required to make any expenditures Premises in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature their condition existing as of the required repairLease Commencement Date or the date that Tenant takes possession of the Premises, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Noticewhichever is earlier, subject to all applicable zoning, municipal, county and in accordance with state laws, ordinances and regulations governing and regulating the applicable provisions use of Article 6the Premises, disburse such required funds and any covenants, easements, restrictions or other matters of record, and accepts this lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Tenant (or, if Tenant shall so elect, directly acknowledges that neither Landlord nor Landlord’s agent has made any representation or warranty as to the Manager present or any other Person performing future’s suitability of the required work) and, upon such disbursement, Premises for the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, conduct of Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementbusiness.

Landlord’s Obligations. Landlord shall, subject to the following limitations, maintain in good condition, order and repair (a1) Except as otherwise expressly provided in this Agreementall structural portions of the Premises and Building, including, without limitation, the roof (including the roof membrane and structure including trusses, joints and beams), the foundation, girders, floor joists, footings, and other load bearing members and walls (excluding wall coverings, painting, glass and doors [except that, notwithstanding Section 7.1, Landlord shall notbe responsible for the maintenance of the exterior of the perimeter walls of the Premises other than the repairs made by Tenant with the Stucco Repair Allowance]), under any circumstancesand (2) all aspects of the Common Areas, in each case consistent with the repair and maintenance standards of landlords with respect to Comparable Buildings (however, Landlord's repair and maintenance obligations with respect to the asphalt in the parking areas serving the Building shall commence after the date that Tenant has performed the Asphalt Repair Work, as defined in Section 2.6 of Exhibit B); provided, if such damage is caused by an act or omission of Tenant or the Tenant Parties, then such repairs shall be at Tenant's sole expense and the cost thereof shall be reimbursed to Landlord by Tenant upon demand. Landlord shall not be required to build make any repair resulting from (i) any alteration or rebuild any improvement on modification to the Leased PropertyProject or to mechanical equipment within the Project performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, (ii) the installation, use or operation of Tenant's property, fixtures and equipment, (iii) the moving of Tenant's property in or out of the Project or in and about the Premises, (iv) Tenant's use or occupancy of the Premises in violation of Article 5 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease, (v) the negligent acts or omissions of Tenant or the Tenant Parties (unless and to the extent covered by insurance carried by Landlord or Tenant), (vi) fire and other casualty, except as provided in Article 11 of this Lease, or (vii) condemnation, except as provided in Article 13 of this Lease. Landlord shall have no obligation to make any repairs under this Section 7.2 until a reasonable time set forth in Section 19.6 after receipt of written notice from Tenant of the need for such repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this AgreementSection 6.6, there shall be no abatement of Rent during the performance of such work. Except as provided in Section 6.6, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant's use of the Premises during any repairs by Landlord. Except as provided in Section 7.3, Tenant hereby waives, waives any right to repair the maximum extent permitted by lawPremises, the right to make repairs at any Property Building, the Project and/or the Common Area at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, effect which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall might otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)apply. Notwithstanding the foregoing, Landlord may elect not Landlord, at Landlord's sole cost and expense (without reimbursement by Tenant under Article 4), shall warrant the good working order and condition of the existing mechanical rooftop HVAC units serving the Premises and make any repairs or replacements thereof required to disburse such required funds to Tenantmaintain their good working order and condition, during the period from the Delivery Date through the one (1) year anniversary of the Lease Commencement Date (the "Warranty Period"); provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation any of the foregoing systems require repair or replacement during such Warranty Period as a result of Tenant or any Tenant Parties' alterations, misuse, negligence or omissions, then Tenant shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to responsible for the contrary, Tenant shall have no obligation to make costs of such required repair, renovation repair or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant Subject to the terms of this AgreementSECTION 5.1.3 (c), Tenant is required to make any if funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof and the amount of such expenditures exceeds the amount on deposit in connection with any repair, maintenance or renovation with respect to any Propertythe FF&E Reserve, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten twenty (1020) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to for deposit in the Manager or any other Person performing the required work) FF&E Reserve and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cSECTION 3.1.1 (b). Notwithstanding Tenant shall include a good faith projection of funds required pursuant to this SECTION 5.1.3 (b) in the foregoingFF&E Estimate. (c) Unless and until the Affiliates of Portfolio Manager which sold the Pooled FF&E Hotels to the Portfolio Purchaser and the stock of Landlord to the Portfolio Purchaser have expended $25,000,000 (net of any applicable value added tax that is refundable) of their own funds to make Capital Replacements at the Pooled FF&E Hotels, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementto cause its Affiliates to make any advances to the FF&E Reserve pursuant to SECTION 5.1.3 (b).

Landlord’s Obligations. (a) Except as otherwise expressly provided set forth in Section 6.1, above, and subject to the provisions of Articles 11 and 12 of this AgreementLease, Landlord shall notrepair and maintain in good condition and repair the Building Structure and the Common Areas outside of the Building, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description except to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, extent that such repairs are required due to the maximum extent permitted by law, the right to make repairs at any Property at the expense negligence or willful misconduct of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to nevertheless make such required repairrepairs at Tenant's expense, renovation or replacement shall be deemed waived or, if covered by Landlord's insurance, andTenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required to, enter the Premises at all reasonable times upon at least 24 hours' prior notice to Tenant (which notice, notwithstanding anything to the contrary contained in Section 21.2 of this Agreement Lease, may be oral, and which notice shall not be required in the case of an actual or apparent emergency) to make repairs, alterations, improvements or additions to the contraryPremises, the Project or any equipment located in the Project as Landlord shall desire or deem necessary, or as Landlord may be required to perform by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, and (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall have no obligation be performed in a manner so as not to make such required repairmaterially interfere with Tenant's use of, renovation or replacementaccess to, the Premises; provided further that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant's use of, or access to, the Premises. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Landlord’s Obligations. (a) Except as otherwise expressly provided Landlord shall endeavor to keep the Common Areas in this Agreementa clean and neat condition. Subject to Section 9.2 below, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any all necessary repairs, replacementswithin a reasonable period following receipt of notice of the need therefor from Tenant, alterationsto the exterior walls, restorations or renewals exterior doors and windows of the Building, and to public corridors and other public areas of the Project not constituting a portion of any nature tenant's premises and shall use commercially reasonable efforts to keep all Building Systems used by Tenant in common with other tenants in reasonable condition and repair, reasonable wear and tear excepted. Notwithstanding the foregoing, Tenant shall be solely responsible for the repair and maintenance of, and all damage to, the Building or description to the Leased PropertyProject (or any component thereof) resulting from the design and operation of all improvements which are no! Building Standard Installations (described in the Work Letter) in or serving the Premises installed at the request of Tenant (regardless of whether installed by Landlord, whether ordinary its agents or extraordinary, structural contractors or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any waythird party contractors). Except as otherwise expressly provided in this AgreementArticle 12, there shall be no abatement of Rent, nor shall there be any liability of Landlord, by reason of any injury to, or damage suffered by Tenant, including without limitation, any inconvenience to, or interference with, Tenant's business or operations arising from the making of, or failure to make, any maintenance or repairs, alterations or improvements in or to any portion of the Building. Tenant hereby waives, to the maximum extent permitted by law, waives the right to make repairs at Landlord's expense under Sections 1932(1), 1941 and 1942 of the California Civil Code, and under all other similar laws, statutes or ordinances now or hereafter in effect. No provision of this Lease shall be construed as obligating Landlord to perform any Property at repairs, Alterations or decorations to the expense of Premises or the Project except as otherwise expressly agreed to be performed by Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms provisions of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably requireLease. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.[DBL:dbl/MaguirPeroperties- SDTC- YoNaturalsLcase/1064.002] -10-

Landlord’s Obligations. The Landlord hereby agrees with the Tenant as follows: (1) To permit the Tenant (who duly pay the Rent, rate and other charges payable under this Agreement on the day sand in the manner herein provided and observing and performing the agreements, covenants, stipulations and conditions herein contained on the Tenant's part) to have quiet possession and enjoyment of the said premises during the term of this Agreement without any interruption by the Landlord or any person lawfully claiming under or in trust for the Landlord. (2) To pay the Government Rent and Property Tax payable in respect of the said premises. (a) Except as otherwise expressly provided Subject to Clause (1) in this Agreement, Landlord shall not, under any circumstances, be required Section VI hereto to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals provide a supply of any nature or description chilled water to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain said premises for the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to purposes of the maximum extent permitted by law, Tenant's air-conditioning during the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingNormal Business Hours (hereinafter defined). (b) If, pursuant Subject to Clause (1) in Section VI hereto to supply the Tenant with a supply of chilled water to the terms said premises for the purposes of the Tenant's air-conditioning during hours outside Normal Business Hours upon request being made by the Tenant to the Landlord. The cost for such additional hours of chilled water supply from time to time shall be determined by the Landlord whose decision shall be final and notified to the Tenant from time to time and shall be paid by the Tenant to the Landlord with the Rent, rates and other charges payable under this AgreementAgreement and shall be recoverable by the Landlord as part of the air-conditioning and service charge hereunder. (4) It is hereby agreed and expressly confirmed that the following rights are excepted and reserved to the Landlord (its successors and assigns and all persons having the like right) throughout the said term: (a) the right of free and uninterrupted passage and running of water, Tenant is required soil, gas, drainage, electricity and all other services or supplies through such sewers, watercourses, conduits, pipes, wires, cables and ducts as are now or may hereafter be in, on or under the said premises and serving or capable of serving the Building or any adjoining or neighboring property. TOGETHER WITH the right to make any expenditures in connection with any enter upon the said premises to inspect, repair, maintenance replace or renovation with respect maintain any such sewers, watercourses, conduits, pipes, wires, cables and ducts. (b) the full and free right and liberty to any Property, enter upon the said premises in the circumstances in which the covenants by the Tenant may, at its election, advance contained in these presents permit such funds or give Landlord Notice thereof, which Notice shall set forth, entry and in reasonable detail, particular but without prejudice to the nature generality of the required repair, renovation or replacement, foregoing the estimated cost thereof right to enter into and such other information with respect thereto as Landlord may reasonably require. Provided that no Event upon the said premises at all times for the purpose of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject obtaining access to and in accordance with egress from any machinery or switch rooms or the applicable provisions like remaining under the control of Article 6, disburse such required funds the Landlord and located on any of the floors of the Building on which any portion of the said premises is situated. (c) the right from time to time on giving reasonable notice to the Tenant (or, if Tenant shall so elect, directly such notice not to be required in case of emergency or breakdown) and causing as little inconvenience to the Manager Tenant as reasonably possible to suspend the air-conditioning system, lifts, escalators, electric power, water supply and any other building service provided in or serving the Building for the purpose of servicing, maintaining, repairing, renewing, improving or replacing the same and any of them. (d) the right form time to time and without the necessity of joining the Tenant or any other Person performing person to enter into such Deed of Mutual Covenant or Sub-Deed of Mutual Covenant or Management Agreement affecting the required work) and, upon such disbursement, Building or any part thereof as the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementdeem appropriate.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant mayLandlord, at its electionexpense (but subject to recoupment to the extent permitted in Article 6 herein), advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detailkeep and maintain the Common Areas, the nature Structural Elements and the Base Building Systems (other than the areas of the required repair, renovation or replacement, the estimated cost thereof Premises that Tenant is obligated to keep and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and maintain in accordance with the applicable provisions of Article 6Section 10.1 above) in good working order, disburse condition and repair, as a first class office building, consistent with the standards of Comparable Buildings and shall make all repairs and replacements (if necessary), structural and otherwise, interior and exterior, as and when needed in or about the Building, except for (i) those repairs for which Tenant is responsible pursuant to any other provision of this Lease, including but not limited to Section 10.1 above; (ii) repairs to Tenant’s Property; and (iii) repairs to other leased premises which are the obligation of the tenant thereof (Landlord being obligated to enforce such required funds to Tenant (or, if Tenant shall so elect, directly obligation to the Manager extent the same affects the Premises or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cTenant’s rights hereunder). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that Landlord shall have no obligation or liability for repairs in the Premises until receipt of notice from Tenant specifying the repairs required, except in the case of emergencies where the notice may be by telephone (or otherwise orally by a duly authorized officer), thereafter promptly followed by a written notice, Additionally, Landlord shall enforce its rights under the REA to require that the Park be kept and maintained in good working order, condition and repair. Notwithstanding the foregoing, if Landlord shall elect not fails to disburse such required funds enforce its rights under the REA as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived provided herein within thirty (30) days after demand by Landlord, and, notwithstanding anything contained in this Agreement to the contraryTenant that Landlord do so, Tenant shall have no obligation the right (either on its own or with other tenants) to make exercise such rights or to take other measures to cause the party required repairunder the REA to keep and maintain the Park in the condition required herein, renovation All reasonable costs incurred by Tenant shall be reimbursed to Tenant by Landlord within thirty (30) days following demand (with reasonable back-up). (b) Tenant shall reimburse Landlord, as Additional Rent, for the reasonable cost of the following: (i) any repairs or replacementreplacements necessitated or occasioned by the negligence or willful misconduct (subject to the waiver of subrogation provisions contained in Article 7) of Tenant or any of the Tenant Parties, or (ii) any repairs or replacements necessitated or occasioned by or resulting from Alterations to the Premises made by Tenant; or (iii) any repairs made to the Base Building Systems necessitated or occasioned by the negligence or willful misconduct of Tenant or any of Tenant’s Representatives; provided, however, that, notwithstanding anything to the contrary herein, Tenant shall not be liable in any way for any repair or replacement required due to a fire or other casualty that was or should have been covered by the insurance to be maintained by Landlord under this Lease for which subrogation has been waived.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any PropertyProperty other than with respect to the Required Repairs, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided As a part of the consideration for the leasing of the Premises, and subject to the obligations of Tenant set forth in this AgreementLease, Landlord shall notmaintain, under any circumstancesin good condition, be required to build or rebuild any improvement the following: (i) the Common Area, (ii) the foundations, (iii) exterior walls, (iv) the structural portions of the roof of the Buildings, (v) all window frames, (vi) all gutters and down spouts on the Leased PropertyBuilding, and (vii) structural elements of the Buildings. Landlord shall have no obligation to commence any repairs or replacements hereunder until the expiration of fifteen (15) days following written notice from Tenant to Landlord of the need therefor. Notwithstanding the foregoing, in the event of any emergency, Landlord shall in good faith and with diligence to cause necessary repairs to be made as soon as possible. Except as set forth in Section 16.7 hereof, Tenant waives any right now or hereafter granted by law to make any repairs under this Section 10.1 upon Landlord's failure to do so hereunder. Except as set forth in Section 16.7 hereof, Landlord shall not be liable for and, except as provided in Section 12, there shall be no abatement of Rent with respect to any injury or to interference with Tenant's business arising from any repairs, replacementsmaintenance, alterationsalteration or improvement in or to any portion of the Buildings, restorations including the Premises, or renewals of any nature in or description to the Leased Propertyfixtures, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any wayappurtenances and equipment therein. Except as otherwise expressly provided in this Agreementherein, Tenant hereby waiveswaives and releases its rights under Sections 1941, to 1941.1, 1942 and 1942.5 of the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property California Civil Code or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws similar law now or hereafter existinghereinafter in effect. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementSections 8.2 and 8.3 below, Landlord shall notmaintain the Building in reasonable order and repair throughout the Lease Term, under and except as expressly provided herein, Landlord shall not be liable for any circumstances, be required to build or rebuild any improvement on the Leased Property, or failure to make any repairsrepairs or to perform any maintenance. Landlord shall at its cost and not as an Operating Expense for non-routine maintenance, replacementsrepair and/or replacement of the roof and the parking garage, alterations, restorations or renewals including resurfacing of any nature or description the parking garage to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make extent directly caused by any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any wayconstruction defects. Except as otherwise expressly provided herein, there shall be no abatement of Rent, nor shall there be any liability of Landlord, by reason of any injury or inconvenience to, or interference with, Tenant’s business or operations arising from the making of, or failure to make, any maintenance or repairs in this Agreementor to any portion of the Building provided, Tenant hereby waiveshowever, that Landlord shall not impair Tenant’s operations more than reasonably necessary. Notwithstanding anything to the maximum extent permitted by lawcontrary herein, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall perform and construct, and Tenant shall have the right no responsibility to giveperform or construct, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds improvements (a) necessitated by the acts or give omissions of Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing occupant of the required workBuilding, or their respective agents, employees or contractors, (b) andfor which Landlord has received reimbursement from others, upon such disbursement(c) to the structural portions of the Premises, (d) to the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)heating, ventilating, air conditioning, electrical, water, sewer, and plumbing systems serving the Premises and the Building, (e) to any portion of the Building outside of the demising walls of the Premises, or (f) any Capital Improvements. Notwithstanding the foregoing, Landlord may elect not Tenant shall pay for its share of the repairs described in (c), (d), (e) and/or (f) above if and to disburse the extent (x) such costs are properly included in Operating Expenses or (y) such expenditures are required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, a result of Tenant’s obligation to make such required repair, renovation negligence or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementwillful misconduct.

Landlord’s Obligations. (a) Except as otherwise expressly provided Notwithstanding anything to the contrary contained in this Agreement, Landlord except for Sublessor’s express obligations set forth in this Agreement, Sublessor shall nothave no responsibility to Tenant for, under any circumstances, and shall not be required to build provide, any of the services or rebuild make any improvement on of the Leased Propertyrepairs, restorations, improvements, or alterations that Landlord has agreed to make or provide, or cause to be made or provided, under the Lease, including, but not limited to, any repairs, replacements, alterations, restorations actions or renewals of any nature or description obligations with respect to the Leased Propertymaintaining, whether ordinary operating, and insuring the Building or extraordinarythe Property (collectively, structural the “Landlord Obligations”), and Tenant shall rely upon, and look solely to, Landlord for the provision of such Landlord Obligations. In the event Landlord fails to provide any of such Landlord Obligations, Sublessor shall reasonably cooperate with Tenant to obtain such Landlord Obligations, and Sublessor shall take reasonable action to exercise its remedies available to it as tenant under the Lease to obtain such Landlord Obligations, but in no event shall Sublessor be obligated to bring any lawsuits or nonstructural, foreseen or unforeseen, or other legal proceedings to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any wayobtain such Landlord Obligations. Except as otherwise expressly provided in this Agreement, in no event shall Tenant hereby waives, to receive an abatement of Rent for the maximum extent permitted by law, the right to make repairs at any Property at the expense failure of Landlord pursuant to provide or perform any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, Landlord Obligations unless Sublessor receives a corresponding abatement under the estimated cost thereof and such other information with respect thereto as Landlord may reasonably requireLease. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, andFurthermore, notwithstanding anything contained in this Agreement to the contrary, Tenant Sublessor shall have no obligation responsibility to make Tenant for any representation or warranty made by Landlord under the Lease, and such required repair, renovation or replacementrepresentations and warranties shall not be deemed to be made by Sublessor for the benefit of Tenant unless expressly set forth in this Agreement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enactedthereafter. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures Capital Expenditures, including, without limitation, the Capital Expenditures identified in connection with any repair, maintenance or renovation with respect to any PropertyCapital Replacements Budget, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Expenditure, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s 's obligation to make such required repair, renovation or replacement Capital Expenditure shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementCapital Expenditure.

Landlord’s Obligations. (a) Except as otherwise expressly provided in If Landlord fails within fifteen (15) days after notice from Tenant (i) to discharge any of its obligations imposed by a mortgage that is superior to this AgreementLease, Landlord shall not, under or (ii) to pay any circumstances, be required to build real estate taxes or rebuild any improvement on assessments imposed upon the Leased Property, then Tenant may (but is not required to) discharge such obligations, or to make any repairspay such taxes, replacementsas the case may be, alterationsand may recover the same from Landlord, restorations or renewals together with interest thereon at the legal rate from the date of any nature or description payment to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense date of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingrecovery from Landlord. (b) If, pursuant If Landlord fails to commence and diligently pursue any necessary repairs to the terms Property or Premises within thirty (30) days after notice from Tenant of the need for such repairs, and if the necessary repairs are of a nature that the costs thereof are properly borne by Tenant under the provisions of this Agreementtriple net Lease, Tenant may (but is not required to to) make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, such repairs at its electionsole expense, advance and may not recover from Landlord the costs of such funds repairs, it being understood by the parties that the obligation for payment of the cost of such repairs is Tenant's responsibility under the provisions of this Lease. (c) If Landlord fails to commence and diligently pursue any necessary repairs to the Property or give Landlord Notice thereofPremises within thirty (30) days of notice from Tenant of the need for such repairs, which Notice shall set forth, in reasonable detailand if the necessary repairs are to the structure of the Building, the nature costs of the required repairwhich are properly borne by Landlord under this Lease, renovation or replacement, the estimated cost thereof and if Landlord fails to commence and diligently pursue such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, repairs within ten (10) Business Days after days of a second notice from Tenant of the need for such Noticerepairs, subject to Tenant may (but is not required to) make such repairs, and may recover the reasonable direct costs incurred by Tenant in accordance connection with such repairs, together with interest thereon at the applicable provisions legal rate from the date of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly payment to the Manager date of recovery from Landlord. (d) Notwithstanding any other provision of this Lease or of applicable law, Tenant may not deduct from Rent payable hereunder any amount claimed due from Landlord hereunder. Tenant's sole remedy shall be to institute an action in a court of competent jurisdiction to obtain a judgement against Landlord. If Tenant or any Invitee is awarded a money judgement against Landlord, then recourse for satisfaction of such judgement shall be limited to execution against Landlord's estate and interest in the Building and the Land, which interest shall be deemed to include the rent payments due under this Lease. No other asset of Landlord, any partner, director or officer of Landlord (collectively, "Officer") or any other Person performing the required work) and, upon such disbursement, the Minimum Rent person or entity shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoingavailable to satisfy or subject to such judgment, nor shall any Officer or other person or entity have personal liability for satisfaction of any claim or judgment against Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementany Officer.

Landlord’s Obligations. (a) Except In the event Remedial Work is required under any Governmental Requirements to be performed in the Premises as otherwise expressly provided a result of Hazardous Substances that are located in this Agreementthe Premises prior to the Commencement Date, Landlord shall notnot be liable to Tenant for damages, under any circumstancesbut Landlord, be required as Tenant's sole remedy, shall, except to build the extent arising from the use, storage, treatment, transportation, release or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals disposal of any nature Hazardous Substances on or description about the Project by Tenant or any Tenant Parties, perform or cause to the Leased Propertybe performed, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or at no cost to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by lawTenant, the right Remedial Work in compliance with Governmental Requirements. Landlord's obligation to make repairs at perform the Remedial Work hereunder shall apply after the exhaustion of any Property at the expense of and all rights Landlord pursuant may have to any law in effect on the Commencement Date for such Property appeal or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingcontest. (b) If, pursuant Landlord shall indemnify and hold Tenant harmless from any Claims to the terms extent any such Claim results from or arises out of this Agreementthe negligent use, storage, treatment, transportation, release, or disposal of any Hazardous Substances on or about the Project by Landlord, its agents, employees, or contractors or relating to contamination due to any hydraulic oil released to the Land prior to the Delivery Date as a direct result of the installation, maintenance or operation of the elevators within the Project, except to the extent such Claim arises by reason of any negligent or intentional misconduct by Tenant or any Tenant Parties. Landlord's liability under the foregoing indemnity (i) is required personal to make Tenant and may not be assigned to or relied upon by any expenditures third party other than a Permitted Transferee without Landlord's prior written consent, which may be withheld in Landlord's sole and absolute discretion, (ii) is limited to Tenant's actual, out of pocket costs incurred in connection with complying with any repairorder of any applicable state or federal agencies relating to the remediation, removal, disposal or monitoring ("Compliance Order") of ----------------- Hazardous Substances on or about the Project as a result of the use, storage, treatment, transportation, release, or disposal by Landlord, its agents, employees or contractors or relating to contamination due to any hydraulic oil released to the Land prior to the Delivery Date as a direct result of the installation, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature operation of the required repairelevators within the Project, renovation or replacementand to reasonable consultants fees and costs and reasonable attorneys' fees and costs incurred in defending against a proposed Compliance Order, the estimated cost thereof and such other information with respect thereto so long as Landlord may reasonably require. Provided that no Event of Default shall select the attorney to defend Tenant and have occurred sole authority to make all settlement and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and other decisions in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly regard to the Manager proceedings, including the decision whether to challenge the Compliance Order (and any related order or action) by appeal or court challenge, and (iii) specifically excludes any claims, costs, damages or losses for personal injury, property damage, punitive damages, damage to business, lost profits, or consequential damages incurred by Tenant or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementthird party.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementSubject to the provisions herein regarding damage caused by Tenant, and the provisions of Article 5 regarding Tenant’s obligation for payment of Operating Costs, Landlord shall notrepair and maintain all of the Appurtenances and the exterior and structural portions of the Building Complex, including the exterior wall and roof and all other property of Landlord, and shall operate, maintain, repair and replace the systems, facilities and equipment necessary for the proper operation of the Building Complex and for the provision of Landlord’s services under Article 7 hereof. Landlord shall not be liable for any circumstances, be required failure to build or rebuild any improvement on the Leased Property, make such repairs or to make perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need for such repairs or maintenance is given to Landlord by Tenant. There shall be no abatement of Rent by reason of any injury to or interference with Xxxxxx’s business arising from the making of any repairs, replacements, alterations, restorations or renewals improvements in or to any portion of any nature the Building Complex or description to the Leased Property, whether ordinary Premises or extraordinary, structural or nonstructural, foreseen or unforeseen, in or to make any expenditure whatsoever with respect theretofixtures, or to maintain the Leased Property in any wayappurtenances and equipment therein. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, waives the right to make repairs at any Property at the Landlord’s expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws law, statute or ordinance now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures hereinafter in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)effect. Notwithstanding the foregoing, any cost or expense incurred by Landlord may elect not to disburse such required funds to Tenant; providedfor the maintenance, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation repair or replacement of any part of the Building Complex, or other property of Landlord, which is due to the negligence, carelessness, misuse or excessive use of Tenant, its servants, agents, employees, or anyone permitted by Tenant to be in or on the Building Complex, or through Tenant or such parties shall be deemed waived borne solely by LandlordXxxxxx, andwho shall, notwithstanding anything contained in this Agreement on demand, forthwith pay the same to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementLandlord as Rent.

Landlord’s Obligations. (a) Except as otherwise expressly provided In accordance with the cost allocation set forth in this AgreementSection 5.2, Landlord shall notmaintain and repair (i) the structural portions of the Building (the “Building Structure”), under any circumstances(ii) the Building’s mechanical, electrical, life safety, plumbing, sprinkler and HVAC systems (other than fixtures located inside the Premises) (collectively, the “Building Systems”), and (iii) the Common Areas. The manner in which the Common Areas are maintained and operated shall be at the sole, but reasonable discretion of Landlord. Landlord reserves the right to close temporarily, make alterations or additions to, or change the location of elements of the Project and the Common Areas; provided that such alterations or additions do not materially interfere with or unreasonably disturb Tenant’s use and occupancy of the Premises. Notwithstanding anything in this Lease to the contrary, Tenant shall be required to build pay for the cost of repairs or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description upgrades to the Leased PropertyBuilding Structure, whether ordinary or extraordinarythe Building Systems and/or the Common Areas to the extent required because of (i) Tenant’s use of the Premises for other than normal and customary office operations, structural or nonstructural(ii) excessive use of the HVAC systems (i.e, foreseen or unforeseenuse during non-standard business hours), or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any wayand/or (iii) Tenant’s improvements and alterations. Except as otherwise expressly provided in this AgreementLease, Landlord shall have no liability to Tenant hereby waivesnor shall Tenant’s obligations under this Lease be reduced or abated in any manner whatsoever by reason of any inconvenience, annoyance, interruption or injury to the maximum extent business arising from Landlord’s making any repairs or changes which Landlord is required or permitted by law, the right this Lease or by any other tenant’s lease or required by law to make repairs at any Property at the expense of Landlord pursuant in or to any law portion of the Project, Building or the Premises. Tenant shall give Landlord prompt notice of any damage to or defective condition in effect on any part or appurtenance of the Commencement Date for such Property Building’s mechanical, electrical, plumbing, HVAC or thereafter enactedother systems serving, located in, or passing through the Premises. Landlord shall have the right use commercially reasonable efforts to give, record and post, as appropriate, notices of nonresponsibility under any mechanicnot interfere with Tenant’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures business operations in connection with Landlord performing any repairmaintenance, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation repair or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementProject.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementSubtenant shall be entitled to receive the benefit of any services, Landlord shall notutilities, under any circumstancesmaintenance, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterationsand restorations from Landlord under the Master Lease, restorations however Subtenant agrees that Sublandlord shall not be required to furnish any of such services, utilities, maintenance, repairs, replacements or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseenrestorations, or to make perform any expenditure whatsoever with respect theretoother covenants, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense agreements and/or obligations of Landlord pursuant to any law in effect on under the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by LandlordMaster Lease, and, notwithstanding anything contained in this Agreement insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to be performed under the contraryMaster Lease by Landlord thereunder, Tenant Subtenant acknowledges and agrees that Sublandlord shall be entitled to look to Landlord for such performance. In addition, Sublandlord shall have no obligation to make perform any repairs or any other obligation of Landlord under the Master Lease, nor shall any representations or warranties made by Landlord under the Master Lease be deemed to have been made by Sublandlord. Sublandlord shall not be responsible for any failure or interruption, for any reason whatsoever, of any of the services or facilities that may be appurtenant to or supplied at the Building, whether provided by Landlord under the Master Lease or Sublandlord under the express provisions of this Sublease, and including, without limitation, heat, air conditioning, ventilation, life-safety, water and electricity, if any; and no failure to furnish, or interruption of, any such required repairservices or facilities shall give rise to any (i) abatement (except as expressly set forth in this Sublease), renovation diminution or replacementreduction of Subtenant’s obligations under this Sublease, or (ii) liability on the part of Sublandlord. For the avoidance doubt, the preceding sentence shall not be deemed to abrogate Sublandlord’s obligation to use good faith commercially reasonable efforts to provide the services set forth in Section 3(c) above. Notwithstanding the foregoing or anything to the contrary, Sublandlord shall use good faith commercially reasonable efforts to secure Landlord’s performance of Landlord’s obligations under the Master Lease upon Subtenant’s request to Sublandlord to do so and shall thereafter diligently prosecute such performance on the part of Landlord, provided that in no event will this sentence be construed to require Sublandlord to commence any litigation, arbitration, judicial reference, or other similar proceeding against Landlord.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof or, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertythe Leased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve or such repair, maintenance or renovation is not a permitted expenditure from the FF&E Reserve as described in Section 5.1.2(a)(i), (ii) and (iii), Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that, in the event that if Landlord shall elect not to disburse such required any funds as aforesaidpursuant to this Section 5.1.3(b), Tenant’s obligation 's sole recourse shall be to elect not to make such required the applicable repair, renovation maintenance or replacement shall renovation, and such failure shall, except with respect to the Tampa Renovation, not be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, a Default or Event of Default. Tenant shall have no obligation include a good faith projection of funds required pursuant to make such required repair, renovation or replacementthis Section 5.1.3(b) in the FF&E Estimate.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall notmaintain in good order, under any circumstancescondition and repair the structural and common areas of the Building, be required to build or rebuild any improvement on and the Leased Propertybasic heating, or to make any repairsventilating, replacementsair conditioning, alterationselectrical, restorations or renewals plumbing, fire protection, life safety, security and mechanical systems of any nature or description to the Leased PropertyBuilding (the "Building Systems"), whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waivesand, to the maximum extent permitted required by lawlaw the telephone cabling and wiring in and to the Premises, and shall cause the common areas of the Building to comply with all Legal Requirements (including, without limitation, the ADA), provided that any maintenance and repair caused by the acts or omissions of Tenant or Tenant's agents, employees, invitees, visitors (collectively "Tenant's Representatives") shall be paid for by Tenant. Notwithstanding any law to the contrary that may now or hereafter exist, Tenant shall not have the right to make repairs at any Property at Landlord's expense or to terminate this Lease because of Landlord's failure to keep the expense of foregoing in good order, condition and repair, nor shall Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility be liable under any mechanic’s lien laws now circumstances for any consequential damages or hereafter existing. (bloss of business, however occurring, through or in connection with any such failure. Notwithstanding the provisions of this Section, in the event Landlord fails or neglects to commence and make the repairs to the Building which Please Initial Tenant ( ) If, pursuant Landlord ( ) Landlord is required to make in accordance with the terms of this AgreementLease within thirty (30) days after receipt of written notice from Tenant of a necessity thereof, Tenant is required or within 48 hours in the event of any emergency or a safety hazard to make any expenditures in connection with any repairTenant's employees or invitees, maintenance or renovation with respect to any Propertyand appropriate notice from Tenant, then Tenant may, at its electionbut shall not be obligated to make such repairs and Landlord shall reimburse Tenant for such reasonable amounts that Tenant has paid for said repairs. Notwithstanding Tenant's entitlement to said reimbursement, advance such funds or give if Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with cannot agree on the applicable provisions amount of Article 6, Landlord shall, reimbursement within ten (10) Business Days after such Noticedays from the date Tenant submits its billing to Landlord, subject to and then the dispute shall be resolved in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cSubparagraph 8.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall notpromptly comply with all Laws pertaining to the Common Areas and those portions of the Leased Premises required to be maintained and repaired by Landlord or pertaining to those portions of the Property located outside of the Leased Premises. Landlord shall deliver the Leased Premises (including the Tenant Improvements) to Tenant in compliance with all Laws and all portions of the Property outside of the Leased Premises (excluding the interior buildouts of any other premises occupied by another tenant or available for lease) shall be in compliance with all Laws as of the Delivery Date. Landlord further warrants and covenants that as of the Commencement Date (1) the Building’s roof (including membrane), under foundation, footings, slabs, structural walls, exterior windows (including seals), skylights (including seals) and the doors, plumbing, fire/life safety system, lighting, heating, ventilation and air conditioning systems, electrical systems, and elevators serving the Leased Premises shall be in good operating condition and repair, and (2) the Building (excluding the interior buildouts of any circumstancesother tenant’s premises) and the Leased Premises shall comply with all applicable Laws (including ADA), except to the extent of any non-compliance resulting from, or triggered as a result of, any Leasehold Improvements (excluding the Tenant Improvements), in which event Tenant shall be required to build or rebuild correct any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly such non-compliance; provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. that Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under be responsible for any mechanic’s lien laws now pre-existing non- compliance uncovered or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures revealed in connection with any repair, maintenance or renovation with respect to Leasehold Improvements. In the event that at any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, time during the Lease Term any violation of applicable Laws in reasonable detail, the nature effect as of the required repairCommencement Date or any latent defect in the Building (other than the Tenant Improvements) is discovered or revealed, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, then Landlord shall, within ten at Landlord’s expense (10) Business Days after which expense shall not be included in Operating Expenses), promptly thereafter correct such Notice, subject to and in accordance with the applicable provisions violation of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager Laws or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementlatent defect.

Landlord’s Obligations. (a) Except Landlord (subject to recoupment to the extent permitted under Article 6 hereof), shall maintain the Complex (including all Complex Common Areas and the structural components of the Building, including roof, downspouts, roof structure, foundation, footings, exterior walls, load bearing walls within and outside of the Premises, exterior glass (including the windows bounding the Premises), exterior drainage systems, all exterior walkways and Common Areas, landscaped areas surrounding the Building, private roads and other avenues of ingress and egress) in good working order and condition, reasonable wear and tear and damage by casualty excepted, and shall make such repairs and replacements, as otherwise expressly provided and when needed in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairsthe Building, replacementsBuilding Common Areas or Building Systems, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, except for (i) those repairs for which Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord is responsible pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms other provision of this AgreementLease, Tenant is required including but not limited to make any expenditures in connection with any repairSection 10.01 above, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10ii) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds repairs to Tenant's Property; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation or liability for repairs hereunder until receipt of written notice from Tenant specifying the repairs required, except in the case of emergencies where notice may be by telephone (or otherwise orally by a duly authorized officer) to make Landlord's property manager, thereafter followed by a written notice. (b) Tenant shall be required to reimburse Landlord, within thirty (30) days after receipt of a xxxx therefor as Additional Rent for the cost of repairing the following: (i) except to the extent covered by Landlord's insurance, any structural repairs or replacements necessitated or occasioned by the negligence or willful misconduct of Tenant, or any of its servants, employees, contractors, agents, guests, invitees or licensees; or (ii) unless covered by Landlord's insurance, the proceeds of which actually become available to Landlord, any structural repairs or replacements resulting from the particular manner of use or occupancy of the Premises by Tenant or any such person (as distinct from the use permitted by Section 5.01); or (iii) unless covered by Landlord's insurance, the proceeds of which actually become available to Landlord, any structural repairs or replacements necessitated or occasioned by or resulting from Tenant's Alterations; or (iv) unless covered by Landlord's insurance, the proceeds of which actually become available to Landlord, any repairs made to the distribution portions of the Building Systems located exclusively within the Premises if such repairs are necessitated by the negligence or willful misconduct of Tenant, or any of its servants, employees, contractors, agents, guests, invitees or licensees. (c) If Landlord shall materially default in the performance of Landlord's maintenance and repair obligations hereunder solely relating to the Premises or those portions of the Complex Common Areas, Building Systems, or Building elevators required repairfor Tenant to use and occupy the Premises in accordance with this Lease, renovation and such default renders the Premises untenantable for Tenant's business operations (an "Essential Services Default"), and such Essential Services Default shall not be cured within five (5) days after receipt of written notice thereof from Tenant (provided, however, that no such notice shall be required in the case of emergency), or, in the case of an Essential Services Default which cannot with due diligence be cured within a period of five (5) days, such longer period as may be reasonably necessary so long as Landlord duly institutes such cure and diligently prosecutes same to completion within an additional five (5) days, then, if same remains uncured, Tenant, shall have the option of reasonably curing such default and, if such default involves the expenditure of money, Landlord shall reimburse Tenant for Tenant's reasonable, out-of-pocket third party costs and expenses (plus interest thereon at the Default Rate) reasonably incurred to cure such Essential Services Default within thirty (30) days after Tenant's delivery of paid invoices therefor. If Landlord fails to reimburse Tenant within the foregoing time period, then Tenant shall have the right to offset against Fixed Rent next becoming due and payable such costs and expenses (including interest thereon at the Default Rate) until the total amount of such sums due Tenant has been recaptured by Tenant through such offset. (d) In the event of any material service disruption in any or replacementall of the Premises for HVAC, electricity, life safety and Building envelope (collectively, "Essential Premises Services"), Landlord shall have twenty four (24) hours from receipt of Tenant's notice to address and commence curing same. Tenant, at Tenant's option, shall have the right to immediately commence remedying any Essential Premises Services that actually and materially disrupt Tenant's mission critical business operations including any television production capabilities. Landlord shall reimburse Tenant for the reasonable, third party costs Tenant incurs for remedying Essential Premises Services disruption and repairs, should said disruption be due to Landlord's negligent or wrongful actions or inactions as the case may be. If Landlord fails to reimburse Tenant for any such costs, Tenant shall be entitled to the same reimbursement and offset rights set forth in subsection (c) above. (e) Landlord hereby represents to Tenant, as of the date hereof, that the Building has been constructed, and designed in a first-class manner and in compliance with all Requirements that existed at the time of the design and construction of the Building, and that the Building and the Premises will be suitable for the uses permitted by this Lease. Landlord shall be fully responsible, at its sole cost and expense (which will not be included as Complex Operating Expenses), for making all alterations and repairs to the Building and the Premises for 37 structural or latent defects necessitated by the failure of Landlord or its contractor or designer to comply with all Requirements in effect at the time of design and construction of the Building, or from any such party's utilization of asbestos or waste considered Hazardous Substances by the construction industry at the time of utilization.

Landlord’s Obligations. (a) Except In the event Remedial Work is required under any Governmental Requirements to be performed in the Premises as otherwise expressly provided a result of Hazardous Substances that are located in this Agreementthe Premises prior to the Commencement Date, Landlord shall notnot be liable to Tenant for damages, under any circumstancesbut Landlord, be required as Tenant’s sole remedy, shall, except to build the extent arising from the use, storage, treatment, transportation, release or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals disposal of any nature Hazardous Substances on or description about the Project by Tenant or any Tenant Parties, perform or cause to the Leased Propertybe performed, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or at no cost to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by lawTenant, the right Remedial Work in compliance with Governmental Requirements. Landlord’s obligation to make repairs at perform the Remedial Work hereunder shall apply after the exhaustion of any Property at the expense of and all rights Landlord pursuant may have to any law in effect on the Commencement Date for such Property appeal or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingcontest. (b) If, pursuant Landlord shall indemnify and hold Tenant harmless from any Claims to the terms extent any such Claim results from or arises out of this Agreementthe negligent use, storage, treatment, transportation, release, or disposal of any Hazardous Substances on or about the Project by Landlord, its agents, employees, or contractors or relating to contamination due to any hydraulic oil released to the Land prior to the Delivery Date as a direct result of the installation, maintenance or operation of the elevators within the Project, except to the extent such Claim arises by reason of any negligent or intentional misconduct by Tenant or any Tenant Parties. Landlord’s liability under the foregoing indemnity (i) is required personal to make Tenant and may not be assigned to or relied upon by any expenditures third party other than a Permitted Transferee without Landlord’s prior written consent, which may be withheld in Landlord’s sole and absolute discretion, (ii) is limited to Tenant’s actual, out of pocket costs incurred in connection with complying with any repairorder of any applicable state or federal agencies relating to the remediation, removal, disposal or monitoring (“Compliance Order”) of Hazardous Substances on or about the Project as a result of the use, storage, treatment, transportation, release, or disposal by Landlord, its agents, employees or contractors or relating to contamination due to any hydraulic oil released to the Land prior to the Delivery Date as a direct result of the installation, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature operation of the required repairelevators within the Project, renovation or replacementand to reasonable consultants fees and costs and reasonable attorneys’ fees and costs incurred in defending against a proposed Compliance Order, the estimated cost thereof and such other information with respect thereto so long as Landlord may reasonably require. Provided that no Event of Default shall select the attorney to defend Tenant and have occurred sole authority to make all settlement and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and other decisions in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly regard to the Manager proceedings, including the decision whether to challenge the Compliance Order (and any related order or action) by appeal or court challenge, and (iii) specifically excludes any claims, costs, damages or losses for personal injury, property damage, punitive damages, damage to business, lost profits, or consequential damages incurred by Tenant or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementthird party.

Landlord’s Obligations. (a) Except as otherwise expressly provided Anything contained in this AgreementSublease or in the Prime Lease to the contrary notwithstanding, Landlord shall nothave no responsibility to Tenant for, under any circumstances, and shall not be required to build provide, any of the services or rebuild make any improvement on of the Leased Propertyrepairs or restorations that Prime Landlord has agreed to make or provide, or cause to make any repairsbe made or provided, replacementsunder the Prime Lease (including, alterationswithout limitation, restorations those set forth in Sections 11(B) [Lessor's Obligations], and Section 16 [Indemnification and Liability] thereof), and Tenant shall rely upon, and look solely to, Prime Landlord for the provision or renewals making thereof. If Prime Landlord shall default in the performance of any nature or description to of its obligations under the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseenPrime Lease, or if Tenant wishes to make any expenditure whatsoever with respect thereto, file a protest or to maintain dispute any matter or thing, Landlord has the Leased Property in any wayright to protest or dispute as tenant under the Prime Lease, then Tenant shall advise Landlord of such protest or dispute (together with all material facts and circumstances pertaining thereto) and Landlord shall make demand on Prime Landlord and shall employ all reasonable efforts to cause Prime Landlord to cure such default or resolve such dispute. Except as otherwise expressly provided may result from a default of Landlord from its obligations specified in this Agreementthe preceding sentence, Tenant hereby waivesshall not make any claim against Landlord for any damage which may arise, nor shall Tenant's obligations hereunder be impaired or abated (except for any abatement provided to and actually received by Landlord) by reason of (i) the maximum extent permitted by lawfailure of Prime Landlord to keep, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property observe or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, perform its obligations pursuant to the terms Prime Lease, or (ii) the acts or omissions of this AgreementPrime Landlord and each of its agents, Tenant is required to make any expenditures in connection with any repaircontractors, maintenance servants, employees, invitees or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementlicensees.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be 34 required to build or rebuild any improvement on the Leased Real Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures Capital Expenditures, including, without limitation, the Capital Expenditures identified in connection with any repair, maintenance or renovation with respect to any PropertyCapital Replacements Budget, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Expenditure, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cSECTION 3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s 's obligation to make such required repair, renovation or replacement Capital Expenditure shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementCapital Expenditure.

Landlord’s Obligations. Landlord agrees to repair and maintain the structural portions of the Building and the plumbing, heating, ventilating, air conditioning, elevator and electrical systems installed or furnished by Landlord in the Building and the Premises, unless such maintenance and repairs are (ai) Except as otherwise expressly provided attributable to items installed in this AgreementTenant's Premises which are above standard interior improvements (such as, Landlord shall notfor example, under any circumstancescustom lighting, be required to build special HVAC and/or electrical panels or rebuild any improvement systems, kitchen or restroom facilities and appliances constructed or installed within Tenant's Premises) and identified on the Leased PropertyExhibit "I" attached hereto, or (ii) caused in part or in whole by the act, neglect or omission of any duty by Tenant, its agents, servants, employees or invitees, in which case Tenant will pay to Landlord, as additional rent, the reasonable cost of such maintenance and repairs. Landlord will not be liable for any failure to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, such repairs or to make perform any expenditure whatsoever with respect thereto, maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to maintain the Leased Property in any wayLandlord by Tenant. Except as otherwise expressly provided in this AgreementParagraph 20, Tenant hereby waiveswill not be entitled to any abatement of rent and Landlord will not have any liability by reason of any injury to or interference with Tenant's business arising from the making of any repairs, alterations or improvements in or to any portion of the maximum extent permitted by lawBuilding or the Premises or in or to fixtures, appurtenances and equipment therein unless the same is a direct result of Landlord's gross negligence or willful misconduct. Tenant waives the right to make repairs at any Property at the Landlord's expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now law, statute, ordinance, rule, regulation, order or hereafter existing. ruling (b) Ifincluding, pursuant without limitation, to the terms of this Agreement, Tenant is required to make any expenditures extent the Premises are located in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detailCalifornia, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to California Civil Code Sections 1941 and in accordance with the applicable provisions 1942 and any successor statutes or laws of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(ca similar nature). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except Landlord warrants that, as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required of Landlord’s delivery of the Premises to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by lawTenant, the right to make repairs Tenant Improvements shall be in compliance with all laws applicable thereto as of the issuance of the building permits therefor, and Landlord shall, at its sole cost and expense and as Tenant’s sole remedy, promptly correct any Property at the expense breach of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enactedwarranty promptly following receipt of written notice thereof from Tenant. Landlord shall have the right to give, record and postbe responsible, as appropriate, notices part of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant Operating Expenses to the terms of this Agreementextent permitted under Article 4 above, Tenant is required for making all alterations to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature following portions of the Premises and Building required repairby Laws: (i) structural portions of the Premises but not including any Alterations installed by or at the request of Tenant, renovation or replacement(ii) all Building systems, equipment and appurtenances located within the estimated cost thereof Premises except those serving the Premises exclusively, and such other information with respect thereto as Landlord may reasonably require. Provided that no Event (iii) those portions of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with Building located outside the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to TenantPremises; provided, however, that if Landlord shall elect not be responsible for the costs incurred to disburse make alterations to any such required funds portions of the Premises and Building described in clause (i), (ii) or (iii) above to the extent such alterations are necessary due to the installation of Alterations to the Premises by or at the request of Tenant or as aforesaid, a result of Tenant’s obligation particular use of the Premises and Tenant shall, within thirty (30) days of Tenant’s receipt of Landlord’s invoice therefor, reimburse Landlord for all such costs. Except for Landlord’s obligations described in the immediately preceding sentence and elsewhere in this Lease, and subject to make such Section 24.1 above, Tenant shall, at its sole cost and expense, be responsible for compliance with all Laws affecting the Premises, including the making of all required repairalterations thereto. As of the date of this Lease, renovation or replacement shall be deemed waived the Premises and Real Property have not been inspected by a Certified Access Specialist. Tenant hereby acknowledges that Landlord has certain energy usage disclosure requirements under California law and, in connection therewith, Tenant agrees (i) to cooperate with Landlord, andas reasonably necessary, notwithstanding anything contained in this Agreement to the contraryconnection with Landlord’s compliance with such requirements, Tenant shall have no obligation to make and (ii) that all out-of-pocket costs incurred by Landlord in connection with such required repair, renovation or replacementcompliance may be included in Operating Expenses.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord Sublandlord shall not, under any circumstances, not be required to build or rebuild perform any improvement on of the Leased Propertycovenants, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense agreements and/or obligations of Landlord pursuant under the Master Lease and, insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to any law in effect on be performed under the Commencement Date Master Lease by Landlord thereunder, Subtenant acknowledges and agrees that Sublandlord shall be entitled to look to Landlord for such Property or thereafter enactedperformance. Landlord In addition, Sublandlord shall have the right no obligation to give, record and post, as appropriate, notices of nonresponsibility under perform any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager repairs or any other Person performing obligation of Landlord under the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)Master Lease. Notwithstanding the foregoing, Sublandlord acknowledges and agrees that it is not released from its obligations under the Master Lease. Sublandlord shall not be responsible for any failure or interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied at the Building by Landlord may elect not or otherwise, including, without limitation, heat, air conditioning, ventilation, life-safety, water, electricity, elevator service and cleaning service, if any; and no failure to disburse furnish, or interruption of, any such required funds services or facilities shall give rise to Tenant; providedany (i) abatement, however, diminution or reduction of Subtenant's obligations under this Sublease (provided that if Landlord shall elect and to the extent that Sublandlord is entitled to an abatement in rent payable under the Master Lease as a result of a failure or interruption in services which affects the Subleased Premises, Subtenant will similarly be entitled to receive an abatement in Rent payable hereunder), or (ii) liability on the part of Sublandlord. Notwithstanding the forgoing provisions of clause (i) above, if a service interruption occurs which is due to the gross negligence or willful misconduct of Sublandlord, its agents' employees or contractors, and Subtenant is prevented from using, and does not to disburse use, a portion of the Subleased Premises as a direct result of such required funds as aforesaidservice interruption for a period in excess of three (3) consecutive business days, Tenant’s obligation to make such required repair, renovation or replacement the Rent payable under this Sublease shall be deemed waived by Landlordabated following the expiration of such three (3) business day period, andfor such time that Subtenant continues to be prevented from using, notwithstanding anything contained and does not use, the subject area of the Subleased Premises in this Agreement the proportion that the rentable area of the subject area of the Subleased Premises bears to the contrarytotal rentable area of the Subleased Premises. Notwithstanding the foregoing, Tenant Sublandlord shall have no obligation promptly take such action as may reasonably be indicated, under the circumstances, to make secure such required repair, renovation or replacementperformance upon Subtenant's request to Sublandlord to do so and shall thereafter diligently prosecute such performance on the part of Landlord.

Landlord’s Obligations. (a) Except as otherwise expressly Sublandlord hereby grants to Subtenant the right to receive all of the services and benefits with respect to the Premises which are to be provided in this Agreement, by Landlord under the Master Lease. Subtenant agrees that Sublandlord shall not, under any circumstances, not be required to build or rebuild perform any improvement on of the Leased Propertycovenants, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense agreements and/or obligations of Landlord pursuant under the Master Lease and, insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to any law in effect on be performed under the Commencement Date Master Lease by Landlord thereunder, Subtenant acknowledges and agrees that Sublandlord shall be entitled to look to Landlord for such Property or thereafter enactedperformance. Landlord In addition, Sublandlord shall have the right no obligation to give, record and post, as appropriate, notices of nonresponsibility under perform any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager repairs or any other Person performing obligation of Landlord under the required workMaster Lease. Sublandlord shall not be responsible for any failure or interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied at the Building by Landlord or otherwise, including, without limitation, heat, air conditioning, ventilation, life-safety, water, electricity, elevator service and cleaning service, if any; and no failure to furnish, or interruption of, any such services or facilities shall give rise to any (i) andabatement, upon such disbursementdiminution or reduction of Subtenant’s obligations under this Sublease except as otherwise provided herein, or (ii) liability on the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)part of Sublandlord. Notwithstanding the foregoing, Landlord Sublandlord shall promptly take such action as may elect be necessary, under the circumstances, to secure such performance upon Subtenants request to Sublandlord to do so and shall thereafter diligently prosecute such performance on the part of Landlord. Notwithstanding the foregoing provisions of clause (i) above, if an Essential Services Interruption Event (as said term is defined in Section 15.B of the Original Master Lease) occurs which is due to the act or omission of Sublandlord, and Subtenant is prevented from using, and does not to disburse use, an Affected Area (as said term is defined in Section l5.B of the Original Master Lease) as a result of such required funds to Tenant; providedEssential Services Interruption event for a period in excess of the Eligibility Period (as said term is defined in Section l5.B of the Original Master Lease), however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement the Rent payable under this Sublease shall be deemed waived by Landlordabated after the expiration of the Eligibility Period for such time that Subtenant continues to be prevented from using, andand does not use, notwithstanding anything contained the Affected Area in this Agreement the proportion that the rentable area of the Affected Area bears to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementtotal rentable area of the Subleased Premises.

Landlord’s Obligations. (a) Except Landlord shall, at its sole cost and expense, keep and maintain in good repair, the exterior walls and roof of the Building. By entering into the Premises, Tenant shall be deemed to have accepted the Premises in "as-is" condition and as otherwise expressly provided being in this Agreementgood and sanitary order, Landlord shall notcondition and repair, under any circumstances, be required to build or rebuild any improvement and Tenant agrees that on the Leased Propertylast day of said term or sooner termination of this Lease to surrender the Premises with appurtenance in the same condition as when received, reasonable use and wear thereof and damage by fire, act of God or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to by the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingelements is excepted. (b) IfLandlord shall pay for maintenance and repair as defined herein so long as the need for same does not result from any wrongful or negligent act or omission of Tenant or its employees, pursuant to the terms invitees or licensees. The cost of this Agreementany such maintenance, Tenant is repair, janitorial or other service which becomes necessary as a result of any such act or omission shall be borne by Tenant. Landlord shall not be required to make any expenditures repairs unless and until Tenant has notified Landlord in connection writing of the need for such repairs and Landlord shall have a reasonable period of time thereafter within which to commence and complete said repairs. Landlord shall act within seventy-two (72) hours after receipt of written notice and shall pursue to completion with due diligence; provided however, Landlord shall not be liable for any repairdamages, maintenance direct, indirect or renovation with respect consequential, or for damages for personal discomfort, illness or inconvenience of Tenant by reason of failure of such equipment facilities or systems or reasonable delays in the performance of such repairs, replacements and maintenance, unless caused by the deliberate act or omission of Landlord, its servants, agents, or employees or anyone permitted by it to be in the Building, or through it in any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detailway, the nature cost of the required repairnecessary repairs, renovation replacements or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent alterations shall be adjusted as provided in Section 3.1.1(c)borne by Tenant who shall pay the same to Landlord on demand. Notwithstanding the foregoing, Landlord Tenant waives all rights it may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation have under law to make such required repair, renovation or replacement shall be deemed waived by repairs at Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement's expense.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6Section 6.1 above, Landlord shall, within ten at its sole cost and expense, maintain, in good repair and condition, and service all portions of the Buildings and the Premises including, but not limited to, the foundation, roof, ceilings, floor coverings, downspouts, gutters, plumbing fixtures, utility lines, windows, doors, plate glass, exterior, interior, and demising walls, and all systems in the Buildings, including, but not limited to, heating, ventilating, air conditioning, and electrical systems, elevators, lighting facilities, boilers, fired or unfired pressure vessels, fire alarm and/or smoke detection systems and equipment and any other Utility Installations that are not owned by Tenant. In addition, Landlord shall perform or cause to be performed all maintenance, repair and other services to the Common Areas and the Land, as and when the same are reasonably necessary to maintain such areas in good condition and repair, including, but not limited to, landscape maintenance, driveway and parking area maintenance for the parking areas, any private streets and roadways serving or providing access to the Buildings and the Land, exterior lighting maintenance, waste removal, repair and maintenance of walkways, cleaning supplies, miscellaneous building supplies, external painting for the Buildings, exterior and interior Common Area maintenance, insect and pest extermination, security guards or security system for the Buildings, signs for the Buildings and other miscellaneous maintenance. In addition, Landlord shall accept from Tenant for disposal (10by Tenant's depositing such items for storage as specified by Landlord in writing) Tenant's spent Hazardous Substances (in quantities generally comparable with those generated by the Business Days after such Notice, subject to and as of the date of this Lease) ("Spent Materials") for disposal in accordance with Applicable Law. To the applicable provisions extent that the third-parties who haul away such Spent Materials require that the owner of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to Spent Materials sign the Manager manifest or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrarydocumentation, Tenant shall have no obligation sign such manifest or other documentation as the owner thereof. Tenant shall reimburse Landlord for Landlord's actual, documented, third-party costs incurred in having such Spent Materials hauled away from the Land and Buildings in accordance with Applicable Law. Tenant shall pay any amounts owing to make Landlord under the preceding sentence within thirty (30) days following Landlord's delivery of a written invoice, together with supporting documentation, for any such required repair, renovation or replacementamounts.

Landlord’s Obligations. (a) Except Subject to the limitations hereinafter set forth. Landlord agrees, while Tenant is occupying the Premises and while Tenant is not in default under this lease, to furnish Tenant facilities to provide water (hot, cold and refrigerated) at those points of supply provided for general use of tenants of the Building, heated and refrigerated air conditioning in season, and elevator and janitorial service to the Premises, all such services to be provided at such times as otherwise expressly provided Landlord normally furnishes these services to all tenants of the Building and in this Agreementthe manner and to the extent deemed by Landlord to be standard. In addition, Landlord shall notagrees to maintain the public and common areas of the Building, under any circumstancessuch as lobbies, be required to build or rebuild any improvement on the Leased Propertystairs, corridors and restrooms, in reasonably good order and condition, except for damage occasioned by Tenant, or its employees, agents or invitees. Landlord reserves the right exercisable without notice and without liability to Tenant for damage or injury to property, persons or business and without effecting an eviction, constructive or actual, or disturbance of Tenant's use or possession, or giving rise to any claim for setoff or abatement of rent, to decorate and to make any repairs, replacements, alterations, restorations additions, changes or renewals improvements, whether structural or otherwise, in and about the Building, or any part thereof, and for such purposes to enter upon the leased Premises and, during the continuance of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waivessuch work, to temporarily close doors, entryways, public space and corridors in the maximum extent permitted by law, the right building and to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property interrupt or thereafter enacted. Landlord shall have the right to give, record temporarily suspend Building services and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingfacilities. (b) IfIn the event Tenant's use of electrical current (1) exceeds 110 volt power, pursuant or (2) exceeds that required for routine lighting and operation of desk top office machines which use 110 volt electrical power, or Tenant's use of any service furnished by Landlord exceeds that deemed by Landlord to the terms of this Agreementbe standard, then Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance shall pay on demand such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto charges as Landlord may reasonably requireprescribe for any such excess. Provided that no Event of Default All such charges shall have occurred and be continuing and deemed as so much additional rent due from Tenant to Landlord. Without Landlord's prior written consent, Tenant shall not install any equipment in the Premises which shall require for its use other than the normal electrical current or other utility service or which affects the temperature otherwise comply with maintained by the applicable provisions of Article 6air conditioning system or which otherwise overloads any utility serving the Premises. Approved equipment includes that such as copiers, Landlord shallPC's, within ten IBM system. (10c) Business Days after such NoticeLandlord, subject to and in accordance with the applicable provisions of Article 6payment by Tenant, disburse such required funds shall make available to Tenant (or, if facilities to provide all electrical current required by Tenant in its use and occupancy of the Premises and further shall make available electric lighting and current for the common areas of the Building in the manner and to the extent deemed by Landlord to be standard. Tenant shall so electpay Tenant's proportionate share of all such electrical current used by, directly and all other utility charges for utility services to, the Building. Landlord may require separate metering for any utility service required by Tenant if such service is deemed by Landlord to the Manager be in excess of Building standard usage, in which event Tenant, shall pay for all such utility service. (d) Failure to any extent to make available: or any other Person performing slow-down, stoppage or interruption of: or any change in the required work) andquantity, upon such disbursementcharacter availability of: these defined services, the Minimum Rent resulting from any cause, shall not render Landlord liable in any respect for damages to either person, property or business, nor be adjusted construed as provided in Section 3.1.1(c)an eviction of Tenant or work an abatement of rent, nor relieve Tenant for fulfillment of any covenant or agreement hereof. Notwithstanding the foregoing, Should any equipment or machinery furnished by Landlord may elect not break down or for any cause cease to disburse such required funds to Tenant; provided, however, that if function properly. Landlord shall elect not use reasonable diligence to disburse such required funds as aforesaidrepair same promptly, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, but Tenant shall have no obligation to make such required repair, renovation claim for abatement of rent or replacementdamages on account of any interruptions in service occasioned thereby or resulting therefrom.

Landlord’s Obligations. Except to the extent affected by Tenant's particular use of the Premises (a) Except as otherwise expressly provided in this Agreementopposed to mere use of the Premises for general office purposes), Landlord shall notbe responsible for compliance with all federal, under state, local and municipal laws, statutes, rules, regulations, orders, ordinances and codes, including, without limitation, the Americans with Disabilities Act and the Minnesota Accessibility Code (collectively, the "Legal Requirements"), which are applicable to all or any circumstancespart of the physical condition and occupancy of the Building, the Common Areas or the Land or the physical condition or occupancy thereof. To Landlord's knowledge the Building, the Common Areas, the Premises and the Land are or shall be required in material compliance with the Legal Requirements as of the Commencement Date. Landlord hereby agrees to build indemnify, defend and hold Tenant harmless from any and all loss, cost, liability or rebuild any improvement on the Leased Propertyexpense, or including, without limitation, reasonable attorneys' fees, resulting from Landlord's failure to make any repairs, replacements, alterations, restorations or renewals of any nature or description comply with all Legal Requirements relating to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by lawPremises, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detailBuilding, the nature Land and the Common Areas. Without limiting the generality of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not shall make, at its sole cost, any renovations, alterations or improvements to disburse such the Premises' restrooms required funds to Tenantbe made by the Legal Requirements, including the Americans with Disabilities Act and the Minnesota Accessibility Code; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s Landlord's obligation to make renovate, alter or improve the Premises' restrooms may be satisfied by the construction of a "unisex" bathroom if permitted by the Americans with Disabilities Act and the Minnesota Accessibility Code. The costs incurred in making such required repairrestroom renovations, renovation or replacement shall alterations and improvements will not be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementOperating Costs.

Landlord’s Obligations. (a) Except as otherwise expressly provided in Subject to the provisions of sections 6 and 7 of this AgreementLease, Landlord shall notkeep the foundation, under any circumstancesstructural portions of load bearing walls, be required roof (including skylights), the exterior of the building, and the pipes and utility installations located outside of the Premises that provide services to build the Premises, in good order, condition, and repair, and in compliance with the requirements of governmental authorities having jurisdiction over the Premises, except that nothing herein shall require Landlord to make modifications, alterations or rebuild any improvement on replacements which become necessary or desirable by reason of the Leased Propertyuse of the Premises made by Tenant, or by the acts or omissions of Tenant's agents, servants, employees, representatives, contractors or invitees. Notwithstanding any other provision hereof, Tenant shall pay one hundred percent (100%) of the cost for repairs, replacement or maintenance arising from the neglect or intentional acts of Tenant and/or Tenant's agents, servants, employees, representatives, contractors, and invitees. Landlord reserves the right at its sole discretion, from time to time, to make any repairs, replacements, alterations, restorations additions or renewals of any nature improvements in or description to the Leased PropertyPremises provided that such alterations, additions or improvements do not materially interfere with Tenant's access, use and enjoyment of the Premises. Except to the extent provided herein, Landlord shall have no obligation, in any manner whatsoever, to repair or maintain the Premises nor the building of which the Premises are a part, nor the equipment therein, whether ordinary or extraordinary, structural or nonstructural, foreseen . Tenant expressly waives the benefit of any statute now or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property hereinafter in any way. Except as effect which would otherwise expressly provided in this Agreement, afford Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at Landlord's expense or terminate the expense Lease because of Landlord pursuant Landlord's failure to any law keep the Premises in effect on good order, condition and repair. Subject to the Commencement Date for such Property or thereafter enacted. notice requirements of paragraph 13.8, Landlord shall have the right to giveenter in or upon the Premises for the purpose of performing any and all acts of maintenance, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation repair or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing without limitation, and Tenant shall otherwise comply reasonably cooperate with the applicable provisions Landlord and Landlord's contractors in all work performed in connection therewith. Except for loss of Article 6use proven to arise from Landlord's active negligence or intentional acts, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoingparagraph 7.3, there shall be no abatement of rent and no liability of Landlord may elect not by reason of injury to disburse or interference with Tenant's business arising from such required funds to Tenant; providedmaintenance, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation repair or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contraryPremises, Tenant shall have no obligation the Building of which the Premises are a part, or to make such required repairfixtures, renovation appurtenances, or replacementequipment therein.

Landlord’s Obligations. Landlord warrants that, as of Landlord’s delivery of the Premises to Tenant, (aA) Except the Tenant Improvements shall be in compliance with all laws applicable thereto as otherwise expressly provided of the issuance of the building permits therefor, and (B) the Common Areas located outside of the Building shall be in this Agreementcompliance with all laws applicable thereto as of the date the Lease Commencement Date is satisfied, and Landlord shall, at its sole cost and expense (and not as a part of Operating Expenses) and as Xxxxxx’s sole remedy, correct any breach of such warranty promptly following receipt of written notice thereof from Tenant. In addition, Landlord shall notbe responsible, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals as part of any nature or description Operating Expenses to the Leased Propertyextent permitted under Article 4 above, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, for making all alterations to the maximum extent permitted following portions of the Premises and Building required by law, Laws: (i) structural portions of the right to make repairs at Premises but not including any Property Alterations installed by or at the expense request of Landlord pursuant to any law in effect on Tenant, (ii) all Building Systems and Equipment, (iii) all appurtenances located within the Commencement Date for such Property or thereafter enacted. Landlord shall have Premises, except those serving the right to givePremises exclusively, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (biv) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature those portions of the required repair, renovation or replacement, Building located outside the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to TenantPremises; provided, however, that if Landlord shall elect not be responsible for the costs incurred to disburse make alterations to any such required funds portions of the Premises and Building described in clause (i), (ii), (iii), or (iv) above to the extent such alterations are necessary due to the installation of Alterations to the Premises by or at the request of Tenant or as aforesaid, a result of Tenant’s obligation use of the Premises for any purpose other than general office, research and development and light manufacturing purposes permitted under the zoning ordinance applicable to make the Premises as of the date of this Lease, and Tenant shall, within thirty (30) days of Tenant’s receipt of Landlord’s invoice therefor, reimburse Landlord for all such required repaircosts. Except for Landlord’s obligations described in the immediately preceding sentence, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained and elsewhere in this Agreement to Lease and in the contraryTenant Work Letter, Tenant shall have no obligation to make such shall, at its sole cost and expense, be responsible for compliance with all Laws affecting the Premises, including the making of all required repair, renovation or replacementalterations thereto.

Landlord’s Obligations. (a) Except as otherwise expressly Subject to the limitations hereinafter set forth, Landlord agrees, while Tenant la occupying the Premises and provided an Event of Default by Tenant has not occurred, to furnish to Tenant' (1) facilities to provide water at those points of supply both within the Premises and those provided for general use of tenants of the Building; (ii) facilities to provide a supply of electrical current reasonably necessary for general business office use and occupancy of the Premises and electric lighting and a supply of electrical current to the common areas of the 8ullding' (iii) heating and refrigerated air conditioning in season, and (iv) elevator and janitorial service to the Premises, all such services to be provided in scope, quality and frequency to those services being customarily provided by landlords in comparable office Buildings in the surrounding area. Heating, ventilation and air conditioning requirements and standards under this AgreementLease shall be subject, however, to such regulations as the Department of Energy or other local, State or federal governmental agency, Board or commission shall adopt from time to time. In addition, Landlord agrees to maintain the public and common areas of the Building, such as lobbies, stairs, corridors and restrooms, in reasonably good order and condition' provided, however, that Tenant shall notreimburse Landlord, under any circumstancesupon demand, be required for all repairs and additional maintenance resulting from damages to build such public or rebuild any improvement on the Leased Propertycommon arena caused by Tenant, or its employees, agents or invitees. Landlord reserves the right, exercisable without notice and without liability to Tenant for damage or injury to property, persons or business and without effecting an eviction, constructive or actual, or disturbance of Tenant's use or possession of the Premises, or giving rise to any claim by Tenant for setoff or abatement of rent, to decorate and to make any repairs, replacements, alterations, restorations additions, modifications, changes or renewals improvements, whether structural or otherwise, in and about the Building, or any part thereof, and for such purposes to enter upon the Premises and, during the continuance of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waivessuch work, to temporarily close doors, entryways, public apace and corridors in the maximum extent permitted by law, the right Building and to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property interrupt or thereafter enactedtemporarily suspend Building services and facilities. Landlord shall have use reasonable efforts not to materially interfere with the right operation of Tenant's business while decorating or making such repairs pursuant to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existingthis subsection. (b) IfIf Landlord, pursuant to the terms of this Agreementany extent, Tenant is required fails to make available any expenditures of the services to be provided by Landlord expressly set forth above or if any slowdown, stoppage or interruption of, or any change in connection with any repairthe quantity, maintenance character or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detailavailability of, the nature services to be provided by Landlord expressly set forth above occurs, such failure or occurrence shall not render Landlord liable in any respect for damages to either person, property or business, nor be construed as an eviction of the required repairTenant or work an abatement of rent, renovation nor relieve Tenant from fulfillment of any covenant or replacementagreement hereof. Should any equipment or machinery furnished by Landlord break down or for any cause beyond Landlord's reasonable control cease to function properly, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall use reasonable diligence to repair same promptly, but Tenant shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions no claim for abatement of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and rent or damages on account of any interruptions in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager service occasioned thereby or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; resulting therefrom' provided, however, that if (1) any such services are not furnished to the Premises for ten (10) or more consecutive days after Landlord shall elect receives notice from Tenant, (11) the Premises are thereby rendered untenable, and (111) the Landlord la not to disburse diligently pursuing a cure of such required funds as aforesaidinterruption, Tenant’s obligation to make then commencing with the eleventh (11th) day after Landlord receives such required repairnotice, renovation or replacement the Basic Rental shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to abated until the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementPremises are again tenable.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementSections 5.1.2(b) ----------------- and 10. 2.1 [Sea View --, or as otherwise required under the Ground ---------- Lease,]** Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs (except for structural repairs), replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, If Tenant is required to make any expenditures expenditure in connection with any repairCapital Repair which is required as a result of a fire, maintenance any other casualty or renovation with respect any other events, circumstances or conditions which threaten the safety or physical well-being of the Hotel's guests or employees or which involve the risk of material property damage or material loss to any Propertythe Hotel or which are required to prevent a material and detrimental economic loss to the Hotel (collectively, "Emergency Repairs") and the amount of such ----------------- expenditures exceeds the amount on deposit in the Reserve Fund, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementEmergency Repair, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, ---------- Landlord shall, within ten five (105) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ------- 6, disburse such required or, if costs for Emergency Repairs have already been - incurred by Tenant, reimburse any funds necessary to complete Emergency Repairs which are in excess of the amount on deposit in the Reserve Fund to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or or, except as provided in Section 5.1.3(b), to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant at any time, funds in the Reserve shall be insufficient or are reasonably projected to the terms of this Agreement, Tenant is required to make any be insufficient for necessary and permitted expenditures in connection with any repair, maintenance or renovation with respect to any Propertythereof, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementpermitted action, the estimated cost thereof (including the amount which is in excess of the amount of funds in the Reserve) and such other information with respect thereto as Landlord may reasonably require. Provided that (i) no Event of Default shall have occurred and be continuing as to which (x) ninety (90) days or less shall have elapsed after Notice of the occurrence thereof from Landlord to Tenant or (y) Landlord shall have commenced enforcing and is diligently pursuing enforcing its rights and remedies, and (ii) Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, or such later dates as Tenant may direct by reasonable prior Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding In the foregoing, Landlord may elect not event that any dispute shall arise with respect to Landlord's obligation to disburse such required any funds pursuant to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement this Section 5.1.3(b),such dispute shall be deemed waived by Landlord, and, notwithstanding anything contained resolved in this Agreement to accordance with the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.applicable provisions of

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant Subject to the terms of this AgreementSection 5.1.3 (c), Tenant is required to make any if funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof and the amount of such expenditures exceeds the amount on deposit in connection with any repair, maintenance or renovation with respect to any Propertythe FF&E Reserve, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementCapital Replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten twenty (1020) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to for deposit in the Manager or any other Person performing the required work) FF&E Reserve and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1 (b). Notwithstanding Tenant shall include a good faith projection of funds required pursuant to this Section 5.1.3 (b) in the foregoingFF&E Estimate. (c) Unless and until the Affiliates of Portfolio Manager which sold the Pooled FF&E Hotels to the Portfolio Purchaser and the stock of Landlord to the Portfolio Purchaser have expended $25,000,000 of their own funds to make Capital Replacements at the Pooled FF&E Hotels, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementto cause its Affiliates to make any advances to the FF&E Reserve pursuant to Section 5.1.3 (b).

Landlord’s Obligations. (a1) Except as otherwise expressly provided Notwithstanding anything in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description Lease to the Leased Propertycontrary, whether ordinary or extraordinaryLandlord, structural or nonstructuralat its expense (and not as an Expense), foreseen or unforeseen, or to make shall be responsible for correcting any expenditure whatsoever violations of applicable laws with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waivesPremises that arise out of the Base Building Core and Shell Work, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law such applicable laws are in effect on (as interpreted and enforced) as of the Initial Commencement Date for such Property or thereafter enactedDate. Notwithstanding the foregoing, Landlord shall have the right to givecontest any alleged violation in good faith, record including, without limitation, the right to apply for and postobtain a waiver or deferment of compliance, the right to assert any and all defenses allowed by applicable laws and the right to appeal any decisions, judgments or rulings to the fullest extent permitted by applicable laws. Landlord, after the exhaustion of any and all rights to appeal or contest, will make all repairs, additions, alterations or improvements necessary to comply with the terms of any final order or judgment. Any costs and expenses incurred by Landlord in connection with compliance with laws applicable to the Project may be included in Expenses (subject to the limitations set forth in Paragraph 4 above) and except to the extent expressly set forth above as appropriatea Landlord cost. Tenant, notices of nonresponsibility not Landlord, shall be responsible for any claims brought under any mechanicprovision of the Americans with Disabilities Act (other than Title III thereof) and for the correction of any violations that arise out of or in connection with the specific nature of Tenant’s lien laws now business in the Premises, the acts or hereafter existingomissions of Tenant or any agents, employees, contractors, representatives or invitees of Tenant (but excluding any acts or omissions that are normal and customary in a typical general office use), Tenant’s arrangement of any furniture, equipment or other property in the Premises, any repairs, alterations, additions or improvements performed by or on behalf of Tenant (other than the Base Building Core and Shell Work) and any design or configuration of the Premises. (b2) IfLandlord shall comply with all applicable laws relating to the structural elements of the Building, pursuant the common areas of the Building and the Building Systems, provided that compliance with such applicable laws is not the responsibility of Tenant under this Lease. Landlord shall be permitted to include in Expenses any costs or expenses incurred by Landlord under this Paragraph 10.B(2) to the extent not prohibited by the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementParagraph 4 above.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall notmaintain, under any circumstancesrepair and replace the Common Area elements of the Building, be required to build those portions of the base building systems not located within or rebuild any improvement on exclusively servicing the Leased PropertyPremises or other leased space, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to and the Leased Property, whether ordinary or extraordinaryexterior walls, structural or nonstructuralwalls, foreseen or unforeseensupporting pillars, or to make any expenditure whatsoever with respect theretofoundations, or to maintain roof and roof membrane of the Leased Property in any wayBuilding. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted All costs and expenses incurred by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with the foregoing obligations shall be included in Operating Expenses; provided, however, if such maintenance, repair or replacement is due to the acts, omissions or negligence of Tenant or any repairTenant Parties (as defined in Section 7.07 below), maintenance or renovation with respect to any Propertythen Landlord shall nevertheless make such repairs at Tenant’s expense, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shallTenant, within ten (10) Business Days days after receipt of an invoice, shall pay to Landlord all costs and expenses of any such repairs, together with accrued interest at the Agreed Rate from the date of Landlord’s payment. In addition, Landlord shall be solely responsible (and not as an Operating Expense) for the cost of repairing any defects in the structural components of the Building in existence as of the date of this Lease, including without limitation any existing violations of law, not taking into account any such violations caused by any Alterations made to the Building by Tenant. Tenant shall give Landlord written notice of any needed repairs which are the obligation of Landlord hereunder. It shall then be the obligation of Landlord, after receipt of such notice, to perform the same within thirty (30) days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenantnotice; provided, however, that if the nature of the repairs is such that more than thirty (30) days are reasonably required for performance, then Landlord shall elect not be deemed to disburse be in default hereunder if Landlord commences such required funds repairs within said thirty (30) day period and thereafter diligently completes them and provided further, that for purposes of this sentence “commences” includes any steps taken by Landlord to investigate, design, consult, bid or seek permit or other governmental approval in connection with such repair. Should Landlord default, as aforesaidprovided in Section 12.03 below, Tenant’s in its obligation to make any of the repairs assumed by it hereunder with respect to the Premises, or with respect to the Building if such required repair, renovation or replacement repairs shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement reasonably necessary to Tenant’s use and occupancy of the contraryPremises, Tenant shall have no obligation the right to perform such repairs, in which event Landlord, within thirty (30) days after written demand accompanied by detailed invoice(s), shall pay to Tenant the reasonable, actual out-of-pocket costs expended by Tenant for such repairs together with accrued interest at the Agreed Rate from the date of Tenant’s payment, provided that nothing herein shall be deemed to create a right of setoff or withholding by Tenant of Base Rent or Additional Rent or any other amounts due herein. Landlord shall not be liable to Tenant for any damage to person or property as a result of any failure to timely perform any of its obligations with respect to the repair, maintenance or replacement of the Premises, the Building, or the Project or any part thereof, and Tenant’s sole right and remedy (together with its rights under Section 12.03 below) shall be the performance of said repairs by Tenant with the right of reimbursement from Landlord, all in accordance with the terms of this Section 6.01(b). Tenant hereby expressly waives all rights under and benefits of Sections 1941 and 1942 of the California Civil Code or under any law, statute or ordinance on the same subject now or hereafter in effect to make such required repair, renovation repairs and offset the cost of same against Rent or replacementto withhold or delay any payment of Rent or any other of its obligations hereunder as a result of any default by Landlord under this Section 6.01(b).

Landlord’s Obligations. (a) Except as otherwise expressly provided set forth in Section 6.1, above, and subject to the provisions of Articles 11 and 12 of this AgreementLease, Landlord shall notrepair and maintain in good condition and repair the Base Building and the Common Areas, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description except to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, extent that such repairs are required due to the maximum extent permitted by law, the right to make repairs at any Property at the expense negligence or willful misconduct of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if such repairs are due to the negligence or willful misconduct of Tenant, Landlord shall elect not to disburse nevertheless make such required funds as aforesaid, repairs at Tenant’s obligation to make such required repairexpense, renovation or replacement shall be deemed waived or, if covered by Landlord’s insurance, andTenant shall only be obligated to pay any deductible in connection therewith. Landlord may, but shall not be required to, enter the Premises at all reasonable times upon prior reasonable notice to Tenant (which notice, notwithstanding anything to the contrary contained in Section 21.5 of this Agreement Lease, may be oral, and which notice shall not be required in the case of an emergency) to make repairs, alterations, improvements or additions to the contraryPremises, the Project or any equipment located in the Project as Landlord shall desire or deem necessary, or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree; provided, however, except for (i) emergencies, (ii) repairs, alterations, improvements or additions required by governmental or quasi-governmental authorities or court order or decree, and (iii) repairs which are the obligation of Tenant hereunder, any such entry into the Premises by Landlord shall have no obligation be performed in a manner so as not to make such required repairmaterially interfere with Tenant’s use of, renovation or replacementaccess to, the Premises; provided further that, with respect to items (ii) and (iii) above, Landlord shall use commercially reasonable efforts to not materially interfere with Tenant’s use of, or access to, the Premises. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Noticeat all times during the Lease Term, subject to and in accordance a manner consistent with the applicable provisions Class A multi-tenant buildings of Article 6comparable age and condition located in the Central Perimeter Market of Atlanta, disburse such required funds to Tenant Georgia, maintain in good condition and repair: the foundation, floor slabs, roof structure, load-bearing, and exterior walls of the Building; all exterior Building windows; and all Systems and Equipment constructed or installed by Landlord on the Property other than Systems and Equipment (orincluding, if Tenant shall so electwithout limitation, directly to the Manager any Supplemental Equipment) installed by, on behalf of, or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to exclusively for Tenant; provided, however, that if Tenant shall, at its sole expense, repair all damage to the Premises or Property caused by the activities of Tenant or any Tenant Party. The provisions of this Subsection (b) shall in no way limit the right of Landlord to charge to Tenant, as Additional Rent pursuant to Article 3 above (to the extent permitted pursuant to Article 3), the costs incurred by Landlord in performing such maintenance and/or making such repairs. There shall elect be no abatement of Rent and no liability of Landlord by reason of any injury to or interference with Tenant's business arising from the making of any repairs, alterations or improvements in or to any portion of the Building or Property; provided, however, Landlord in the performance of such work agrees to use commercially reasonable efforts to minimize, to the extent reasonably practicable under the circumstances, interference with Tenant's operations in the Premises. Commercially reasonable efforts shall not require Landlord to disburse schedule or perform any such required funds as aforesaidwork after Normal Business Hours (a) in the event of casualty, Tenant’s obligation condemnation, imminent harm to persons or damage to property, or other emergency or (b) in the event that scheduling and performing such work after Normal Business Hours would result in Additional Costs unless Tenant pays for such Additional Costs. Tenant waives any right to make such required repairrepairs at Landlord's expense that Tenant may have under any statute, renovation ordinance or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained other Law now or hereafter in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementeffect.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof or, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertythe Leased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve or such repair, maintenance or renovation is not a permitted expenditure from the FF&E Reserve as described in SECTION 5.1.2(A)(I), (II) AND (III), Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(cSECTION 3.1.1(B). Notwithstanding ; PROVIDED, HOWEVER, that, in the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, event that if Landlord shall elect not to disburse such required any funds as aforesaidpursuant to this SECTION 5.1.3(B), Tenant’s obligation 's sole recourse shall be to elect not to make such required the applicable repair, renovation maintenance or replacement shall renovation, and such failure shall, except with respect to the Tampa Renovation, not be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, a Default or Event of Default. Tenant shall have no obligation include a good faith projection of funds required pursuant to make such required repair, renovation or replacementthis SECTION 5.1.3(B) in the FF&E Estimate.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall notrepair and maintain in first-class condition the structural portions of the Building including the foundation, under floor/ceiling slabs, roof, curtain wall, exterior glass and mullions, columns, beams, shafts (including elevator shafts), stairs, parking garage, stairwells, escalators, elevator cabs, plazas, art work, sculptures, washrooms, mechanical, electrical and telephone closets, and all Common Areas and public areas (collectively, "Building Structure"), and the HVAC (including primary and secondary loops connected to the core), mechanical, electrical, life safety, plumbing, sprinkler systems (connected to the core) and sanitary systems ("Building Systems") except to the extent such maintenance or repairs are caused in whole or in part by the act, neglect, fault or omission of Tenant, its agents, servants, employees or invitees (except to the extent the cost of any circumstances, be such maintenance or repair is covered by the insurance required to build be carried by Landlord hereunder and paid for by Tenant as part of Direct Expenses) or rebuild any improvement on by Tenant's use of the Leased PropertyPremises for other than normal and customary business operations in which event Tenant shall pay to Landlord the cost of such maintenance or repairs upon demand. Landlord shall also repair and maintain the Common Areas of the Building the costs for which shall be considered Operating Costs to the extent permitted in Article 3, unless such maintenance or repairs are caused in whole, or in part, (i) by the act, neglect, fault or omission of Tenant, its agents, servants, employees or invitees, in which event Tenant shall pay to make any repairs, replacements, alterations, restorations Landlord the cost of such maintenance or renewals repairs upon demand (except to the extent the cost of any nature such maintenance or description repair is covered by the insurance required to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseenbe carried by Landlord hereunder and paid for by Tenant as part of Direct Expenses), or to make any expenditure whatsoever with respect thereto, or to maintain (ii) by Tenant's use of the Leased Property in any wayPremises for other than normal and customary business operations. Except as otherwise expressly provided in this AgreementLease, if the need for repair is not reasonably apparent, Landlord shall not be liable for failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant or any other tenant or occupant of the Building. Except as provided in Section 7.5, Tenant hereby waives, to the maximum extent permitted by law, waives the right to make repairs at any Property at the Landlord's expense of Landlord pursuant to under any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws regulation now or hereafter existingin effect. (b) If, pursuant Landlord agrees to furnish to the terms Premises, (i) during the hours of this Agreement7:00 A.M. to 6:00 P.M. Monday through Friday and 8:00 A.M. to 1:00 P.M. on Saturday ("Business Hours") except for recognized national holidays, heat, ventilation and air conditioning ("HVAC") sufficient for the comfortable occupancy of the Premises, (ii) twenty four (24) hours a day, seven (7) days a week, every day of the year, elevator service, electric current sufficient for typical general office use for normal lighting and office machines, and water for lavatory and drinking purposes, all in such reasonable quantities as in the judgment of Landlord is necessary for the comfortable occupancy of the Premises, and (iii) janitorial services at least comparable to that provided in Comparable Buildings five (5) days per week. Landlord shall not be liable for any stoppage or interruption of any such services caused by riot, strike, labor disputes, breakdowns, accidents, necessary repairs or other cause. Except as specifically provided herein, Tenant agrees to pay for all utilities and other services utilized by Tenant for all overtime or additional building services furnished to Tenant not uniformly furnished to all tenants of the Building in accordance with Section 7.2(c) below. (c) In the event Tenant requires utilities (other than electricity), HVAC and/or services in excess of what Landlord is required to make any expenditures provide during Business Hours (as defined in connection with any repairSection 7.2(b)) or at times other than during Business Hours, maintenance or renovation with respect Landlord agrees to any Propertyprovide such extra utilities and services, and Tenant agrees to reimburse to Landlord its actual costs of providing such extra utilities and services, without a profit to.Landlord but with, if applicable, a reasonable overhead and administration charge (which may include a depreciation factor if appropriate) by Landlord ("Actual Costs"). (d) Landlord shall provide, twenty-four (24) hours per day, seven (7) days per week, every day of the year, onsite Building security equipment, personnel, procedures and systems. Subject to Landlord's reasonable approval, Tenant mayshall be entitled, at its electionsole cost, advance such funds or give Landlord Notice thereofto install its own security systems for the Premises, which Notice shall set forthbe located within the Premises and which shall not interfere with the Building Systems. Upon request, in reasonable detailLandlord's security guards will, after normal business hours, accompany any employee or visitor of Tenant from the nature Building to the on- site garage and to the surface parking lots within one (1) block of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementBuilding.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Collective Leased PropertyProperties, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Collective Leased PropertyProperties, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or or, except as provided in Section 5.1.2(b), to make any expenditure whatsoever with respect thereto, or to maintain the Collective Leased Property Properties in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, any of the Management Agreements require that funds be disbursed for repairs, maintenance, renovations or replacements at or to any Leased Property (including, but not limited to, pursuant to Section 8.01 and 8.03 of the Management Agreements), or, pursuant to the terms of this AgreementAgreement (including, without limitation, Section 4.3), Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any PropertyLeased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementSECTIONS 5.1.2(B) AND 10.2.1, or as otherwise required under the Ground Lease, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs (except for structural repairs), replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, If Tenant is required to make any expenditures expenditure in connection with any repairCapital Repair which is required as a result of a fire, maintenance any other casualty or renovation with respect any other events, circumstances or conditions which threaten the safety or physical well-being of the Hotel's guests or employees or which involve the risk of material property damage or material loss to any Propertythe Hotel or which are required to prevent a material and detrimental economic loss to the Hotel (collectively, "EMERGENCY REPAIRS") and the amount of such expenditures exceeds the amount on deposit in the Reserve Fund, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementEmergency Repair, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten five (105) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required or, if costs for Emergency Repairs have already been incurred by Tenant, reimburse any funds necessary to complete Emergency Repairs which are in excess of the amount on deposit in the Reserve Fund to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this AgreementSubject to Paragraphs 7.1, 12 and 13, Landlord shall notmaintain or cause to be maintained in good order, condition and repair, the Common Areas of the Property (including the parking area and the landscaping on the Property), the structural components of the Building (which structural components include only the foundation and the structural components of all exterior walls and the Building’s roof system), the Building’s exterior walls, and the Building’s roof (including the roof membrane). Any costs incurred by Landlord pursuant to this provision shall be Operating Costs (to the extent properly included therein) and nothing contained herein shall be construed to negate or limit Tenant’s obligation to pay Tenant’s Share of such costs. Landlord shall be under no obligation to inspect the Property, including the Building; and Tenant shall promptly report in writing to Landlord any circumstances, be condition known to Tenant which Landlord is required to build or rebuild any improvement on repair. As a material part of the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in consideration for this AgreementLease, Tenant hereby waiveswaives any benefits of any applicable existing or future Law, to including the maximum extent permitted by lawprovisions of California Civil Code Sections 1932(1), the right 1941 and 1942, that allows a tenant to make repairs at any Property at its landlord’s expense. Notwithstanding anything to the expense of Landlord pursuant to any law contrary in effect on the Commencement Date for such Property or thereafter enacted. this Lease, Landlord shall perform and construct, and Tenant shall have the right no responsibility to giveperform or construct, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertyimprovements (a) necessitated by the acts or omissions of Landlord, Tenant mayor its respective agents, at its electionemployees or contractors, advance such funds (b) for which Landlord has a right of reimbursement from others or give Landlord Notice thereof, (c) which Notice shall set forth, could be treated as a “capital expenditure” under generally accepted accounting principles and cost in reasonable detail, the nature excess of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c)$75,000 per occurrence. Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord Tenant shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained pay for its share of the repairs described in this Agreement subsections (a) and (c) to the contrary, Tenant shall have no obligation to make extent such required repair, renovation or replacementcosts are properly included in Operating Costs.

Landlord’s Obligations. (ai) Except Landlord acknowledges and agrees to hold any and all information of any kind provided by, or on behalf of, Tenant relating to Tenant’s business in the Premises and identified by Tenant to Landlord (i) in writing as confidential or (ii) verbally at the time that Landlord or its representative observes the same (all the foregoing, “Tenant Information”), confidential and not to disclose such to any third parties except for the specific Tenant Information that is permitted under this Lease elsewhere to be disclosed by Landlord to a third party. Landlord shall not use Tenant Information for any purpose other than performing its obligations and exercising its rights under this Lease or otherwise expressly during the ordinary course of Landlord’s business. Tenant Information shall not include information which: (1) is generally known to the public at the time of disclosure or observation by Landlord; (2) becomes generally known to the public after disclosure hereunder other than by breach of this Lease by Landlord (or any third party to which Landlord disclosed Tenant Information pursuant to the terms of the Lease); (3) is provided to Landlord by a third party who is lawfully entitled to possession of such Tenant Information and who does not violate any obligation to Tenant by providing such Tenant Information to the Landlord free of restriction, or (4) is independently developed by employees or agents of the Landlord without the use of Tenant Information. (ii) Notwithstanding anything to the contrary herein contained: (1) Nothing herein shall preclude Landlord from disclosing information required by applicable Legal Requirements, court order, or in this Agreementconnection with litigations between the parties. In the event that Landlord is required by court order or governmental authority or other legal compulsion to disclose Tenant Information, Landlord shall notuse reasonable efforts to promptly inform Tenant in writing so that Tenant may seek a protective order or other appropriate remedy. Landlord shall, under if so requested, cooperate, at no cost to Landlord, with Tenant in such manner as Tenant may reasonably request in connection with Tenant’s efforts to obtain any circumstancessuch order or other remedy. In the event that no such protective order or other remedy is obtained, be then Tenant may furnish only that portion of the Tenant Information which Landlord is advised by counsel that it is legally required to build or rebuild any improvement on the Leased Property, or disclose and shall exercise reasonable efforts to make any repairs, replacements, alterations, restorations or renewals of any nature or description obtain assurance that confidential treatment will be accorded to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Information. (2) Landlord shall have the right to givedisclose Tenant Information to Landlord’s mortgagees, record investors, purchasers (as well as prospective mortgagees, investors and postpurchasers), as appropriatedirectors, notices officers, accounts, attorneys, consultants, contractors and others who have the need to know such Tenant Information in the ordinary course of nonresponsibility under any mechanicLandlord’s lien laws now or hereafter existingbusiness. (b3) IfWhere Landlord is permitted under this Lease to disclose specific Tenant Information to a third party, pursuant it shall only do so after Landlord advises such third party that Landlord is subject to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall confidentiality obligations set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained forth in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacementSection 25.15(b).

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or or, except as provided in Section 5.1.3(b), to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant at any time, funds in the Reserve shall be insufficient or are reasonably projected to the terms of this Agreement, Tenant is required to make any be insufficient for necessary and permitted expenditures in connection with any repair, maintenance or renovation with respect to any Propertythereof, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacementpermitted action, the estimated cost thereof (including the amount which is in excess of the amount of funds in the Reserve) and such other information with respect thereto as Landlord may reasonably require. Provided that (i) no Event of Default shall have occurred and be continuing as to which (x) ninety (90) days or less shall have elapsed after Notice of the occurrence thereof from Landlord to Tenant or (y) Landlord shall have commenced enforcing and is diligently pursuing enforcing its rights and remedies, and (ii) Tenant shall otherwise comply with the applicable provisions of Article 6, 6,(unless Landlord shall, within notifies Tenant prior to the expiration of such ten (10) Business Days after Day period that it disputes such obligation pursuant to the applicable provisions of this Agreement), or such later dates as Tenant may direct by reasonable prior Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.such

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any PropertyProperty other than with respect to the Required Repairs, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article ARTICLE 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article ARTICLE 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section SECTION 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, funds in the FF&E Reserve shall be insufficient for necessary and permitted expenditures thereof or, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Propertythe Leased Property and the amount of such disbursements or expenditures exceeds the amount on deposit in the FF&E Reserve or such repair, maintenance or renovation is not a permitted expenditure from the FF&E Reserve as described in Section 5.1.2(a)(i), (ii) and (iii), Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c3.1.1(b). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that, in the event that if Landlord shall elect not to disburse such required any funds as aforesaidpursuant to this Section 5.1.3(b), Tenant’s obligation 's sole recourse shall be to elect not to make such required the applicable repair, renovation maintenance or replacement renovation, and such failure shall not be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, a Default or Event of Default. Tenant shall have no obligation include a good faith projection of funds required pursuant to make such required repair, renovation or replacementthis Section 5.1.3(b) in the FF&E Estimate.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property date hereof or thereafter hereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s 's lien laws now or hereafter existing. (b) If, at any time, any MSLS Operating Agreement with respect to a Property shall require that funds be disbursed for repairs, maintenance, renovations or replacements at or to such Property (including, but not limited to, pursuant to Section 8.01 and 8.03 of the MSLS Operating Agreements), or if, pursuant to the terms of this AgreementAgreement (including, without limitation, the provisions of Section 5.4 hereof), Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any PropertyProperty and the amount of such disbursements or expenditures either exceeds the amount on deposit in the FF&E Reserve or is not a permitted expenditure therefrom, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, Tenant shall have no obligation to make such required repair, renovation or replacement.

Landlord’s Obligations. Landlord shall undertake to complete the requirements referenced in Exhibit "C", as amended and agreed to by Landlord and Tenant in good faith from time to time (ahereinafter "the Improvements"), it being acknowledged by Landlord and Tenant that the initial Exhibit C is only a partial list of improvements to be made to the Premises and that further improvements will be identified in the future. Landlord shall require its contractors to construct the Improvements in accordance with all federal, state and local governmental requirements and that the Improvements shall be constructed in a good and workmanlike manner. Landlord, via its contractors and engineers, shall be responsible for obtaining all necessary permits to complete construction of the Improvements, including but not limited to building permits and sewer tap-in fees. In the event Landlord is for any reason unable to obtain all necessary zoning and building permits (collectively the "Governmental Permits") Except as for the Improvements, this Lease shall terminate and the parties shall be released from liability to one another. Landlord agrees to complete the Improvements to permit the operation of Tenant's business. Landlord shall contract with a qualified construction company, pre-approved by Tenant, to erect the Improvements. Unless otherwise expressly agreed to in writing by Tenant, Landlord agrees that only like new, quality materials and equipment shall be used in regards to the construction of the Improvements. Tenant is hereby provided in the right, subject to reasonable security and safety regulations, and upon reasonable notice, to have its respective agents, or representatives inspect the Premises and the construction of the Improvements thereon at any time after the execution of this Agreement, . Landlord shall not, under any circumstances, be required to build or rebuild any improvement on the Leased Property, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description notify Tenant when Tenant and Tenant's contractors may have joint access to the Leased PropertyPremises with Landlord for the purpose of accomplishing such work not being done by Landlord's contractor, whether ordinary or extraordinaryincluding the installation of such Tenant improvements as Tenant so desires including but not limited to carpet, structural or nonstructural, foreseen or unforeseen, or furniture and other Interior Finishes required by Tenant and not deemed to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any waybe a part of Landlord's work. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense of Landlord pursuant to any law in effect on the Commencement Date for such Property or thereafter enacted. Landlord shall have the right to give, record and post, as appropriate, notices of nonresponsibility under any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature Tenant's taking possession of the required repairPremises shall constitute Tenant's acceptance of the Premises and of the performance of and conditions of the Improvements, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager or any other Person performing the required work) and, upon such disbursement, the Minimum Rent shall be adjusted as provided conclusive evidence that the Premises were in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenant; provided, however, that if Landlord shall elect not to disburse such required funds as aforesaid, Tenant’s obligation to make such required repair, renovation or replacement shall be deemed waived by Landlord, and, notwithstanding anything contained in this Agreement to the contrary, good order and satisfactory condition when Tenant shall have no obligation to make such required repair, renovation or replacementtook possession.

Landlord’s Obligations. (a) Except as otherwise expressly provided in this Agreement, Landlord Subtenant agrees that Sublandlord shall not, under any circumstances, not be required to build or rebuild perform any improvement on of the Leased Propertycovenants, or to make any repairs, replacements, alterations, restorations or renewals of any nature or description to the Leased Property, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto, or to maintain the Leased Property in any way. Except as otherwise expressly provided in this Agreement, Tenant hereby waives, to the maximum extent permitted by law, the right to make repairs at any Property at the expense agreements and/or obligations of Landlord pursuant under the Master Lease and, insofar as any of the covenants, agreements and obligations of Sublandlord hereunder are required to any law in effect on be performed under the Commencement Date Master Lease by Landlord thereunder, Subtenant acknowledges and agrees that Sublandlord shall be entitled to look to Landlord for such Property or thereafter enactedperformance. Landlord In addition, Sublandlord shall have the right no obligation to give, record and post, as appropriate, notices of nonresponsibility under perform any mechanic’s lien laws now or hereafter existing. (b) If, pursuant to the terms of this Agreement, Tenant is required to make any expenditures in connection with any repair, maintenance or renovation with respect to any Property, Tenant may, at its election, advance such funds or give Landlord Notice thereof, which Notice shall set forth, in reasonable detail, the nature of the required repair, renovation or replacement, the estimated cost thereof and such other information with respect thereto as Landlord may reasonably require. Provided that no Event of Default shall have occurred and be continuing and Tenant shall otherwise comply with the applicable provisions of Article 6, Landlord shall, within ten (10) Business Days after such Notice, subject to and in accordance with the applicable provisions of Article 6, disburse such required funds to Tenant (or, if Tenant shall so elect, directly to the Manager repairs or any other Person performing obligation of Landlord under the required workMaster Lease, nor shall any representations or warranties made by Landlord under the Master Lease be deemed to have been made by Sublandlord. Sublandlord shall not be responsible for any failure or interruption, for any reason whatsoever, of the services or facilities that may be appurtenant to or supplied at the Building by Landlord or otherwise, including, without limitation, heat, air conditioning, ventilation, life-safety, water, electricity, elevator service and cleaning service, if any; and no failure to furnish, or interruption of, any such services or facilities shall give rise to any (i) andabatement, upon such disbursementdiminution or reduction of Subtenant’s obligations under this Sublease, or (ii) liability on the Minimum Rent shall be adjusted as provided in Section 3.1.1(c). Notwithstanding the foregoing, Landlord may elect not to disburse such required funds to Tenantpart of Sublandlord; provided, however, that if Landlord shall elect not and to disburse such required funds as aforesaidthe extent that any circumstance occurs which Sublandlord receives an abatement of rent payable under the Master Lease, Tenant’s obligation Subtenant will similarly have a parallel right to make such required repair, renovation or replacement shall be deemed waived receive an abatement of rent hereunder (proportionate to the portion of the Subleased Premises then occupied by LandlordSubtenant), and, notwithstanding anything contained further, in this Agreement the event of any circumstance (for example, but without limitation, casualty damage) which would entitle Sublandlord to terminate the Master Lease, Subtenant may request in writing that Sublandlord exercise such termination right (which written request shall be provided to Sublandlord not later than ten (10) days prior to the contrarydeadline for Sublandlord to provide such termination notice pursuant to the terms of the Master Lease), Tenant and upon Sublandlord being granted such termination right, or if Sublandlord fails to exercise such termination right within the ten (10) day period specified above and Sublandlord should have been granted such termination right had it exercised its termination right timely, Subtenant will have a similar and parallel right to terminate this Sublease. Notwithstanding the foregoing, Sublandlord shall use good faith efforts, under the circumstances, to secure such performance upon Subtenant’s request to Sublandlord to do so and shall thereafter diligently prosecute such performance on the part of Landlord; provided, that if such request is made prior to the Phase III Delivery Date, such request does not prejudice any rights Sublandlord may have no obligation under the Master Lease with respect to make the Phase III Premises. Such good faith efforts shall include, without limitation: (a) upon Subtenant's request, immediately notify Master Landlord of its non-performance under the Master Lease and request Master Landlord to perform its obligations; and (b) upon Subtenant's request, take appropriate legal action to enforce the terms of the Master Lease, using attorneys reasonably acceptable to Subtenant, provided that Subtenant agrees to pay all costs and expenses of Sublandlord reasonably incurred in connection therewith and to indemnify, defend and hold Sublandlord harmless from and against all liabilities, claims, expenses, losses and damages arising from such required repair, renovation or replacementaction.