Common use of Maintenance and Repair by Landlord Clause in Contracts

Maintenance and Repair by Landlord. Landlord is not responsible for the maintenance and repair of the Premises, Building and Parking Area. Landlord shall perform repairs (i) necessitated by damage caused by the actions of Landlord or anyone in the employ or control of Landlord, or (ii) to any main utility service line up to the point of connection with the lateral utility service line that serves the Building, including in any instance that the main utility line is located in on or under the Land or Parking Area surrounding the Building. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932, and Sections 1942 and 1942 of the California Civil Code or any similar or successor Laws now or hereby in effect. Tenant shall immediately give Landlord written notice of the need for repair of the items for which Landlord is responsible. If Tenant or Tenant’s invitees or anyone in the employ or control of Tenant caused any damages necessitating repair which Landlord performs, then Tenant shall pay to Landlord the cost thereof, immediately upon demand therefor. If Landlord, or its authorized contractors on behalf of Landlord, in the performance of Landlord’s maintenance and repair obligations carried out in accordance with the terms of this Lease actively causes physical damage resulting in an interruption of the Building utility service that prohibits Tenant’s use and occupancy of the Premises, then Tenant shall have the right within three (3) days following the date of such physical damage arising, where not repaired by Landlord or its contractors, to carry out the repair of that existing physical damage to the Building utility service at Landlord’s cost. Landlord will reimburse Tenant within thirty (30) days of receipt of invoice therefore detailing the Tenant’s actual reasonable out-of-pocket cost incurred by Tenant, with all supporting documents, of those reasonable costs directly related to Tenant’s repair of the physical damage that caused interruption of the Building utility service which prohibited Tenant’s use and occupancy of the Premises.

Maintenance and Repair by Landlord. Subject to the paragraphs captioned “Damage or Destruction” and “Condemnation”, Landlord is not responsible shall maintain the public and common areas of the Building in first class condition subject to reasonable wear and tear. Landlord shall make such repairs thereto as become necessary after obtaining actual knowledge of the need for the maintenance and repair of such repairs. In addition, within the Premises, Building and Parking Area. Landlord shall perform repairs replace light bulbs and ballasts in fixtures; Tenant shall be billed separately for the replacement of any non-Building-standard bulbs purchased for use in the Premises (i) necessitated by which lighting purchases must comply with Landlord’s sustainability practices and shall be reported to Landlord in a format suitable to Landlord). All repair costs shall be included in Operating Costs, except for damage caused occasioned by the actions act or omission of Landlord Tenant or anyone in the employ or control of Tenant’s Agents which shall be paid for entirely by Tenant within thirty (30) days after written demand by Landlord, which must be accompanied by reasonably appropriate back-up. In the event any or (ii) all of the Building becomes in need of maintenance or repair which Landlord is required to any main utility service line up make under this Lease, Tenant shall promptly give written notice to the point Landlord, and Landlord shall be obligated to commence such maintenance or repairs within a reasonable time after Landlord’s receipt of connection with the lateral utility service line that serves the Building, including in any instance that the main utility line is located in on or under the Land or Parking Area surrounding the Buildingsuch notice. Tenant hereby waives any and all rights under and benefits the benefit of subsection 1 of Section 1932, and Sections 1942 1941 and 1942 of the California Civil Code or and any similar or successor Laws now or hereby in effectother statute providing a right to make repairs and deduct the cost thereof from the Rent. Tenant shall immediately give Landlord written notice of the need for repair of the items for which Landlord is responsible. If Tenant or Tenant’s invitees or anyone in the employ or control of Tenant caused waives any damages necessitating repair which Landlord performs, then Tenant shall pay right to Landlord the cost thereof, immediately upon demand therefor. If Landlord, or its authorized contractors on behalf of Landlord, in the performance of Landlord’s maintenance and repair obligations carried out in accordance with the terms of terminate this Lease actively causes physical damage resulting in an interruption or offset or xxxxx Rent by reason of the Building utility service that prohibits Tenant’s use and occupancy any failure of the Premises, then Tenant shall have the right within three (3) days following the date of such physical damage arising, where not repaired by Landlord or its contractors, to carry out the repair of that existing physical damage make repairs to the Building utility service at Landlord’s cost. Landlord will reimburse Tenant within thirty (30) days of receipt of invoice therefore detailing the Tenant’s actual reasonable out-of-pocket cost incurred by Tenant, with all supporting documents, of those reasonable costs directly related Premises pursuant to Tenant’s repair of the physical damage that caused interruption of the Building utility service which prohibited Tenant’s use and occupancy of the Premisesthis Section 4.2.

Maintenance and Repair by Landlord. Subject to the paragraphs captioned "DAMAGE OR DESTRUCTION" and "CONDEMNATION", Landlord shall maintain the public and common areas of the Project in reasonably good order and condition, except ordinary wear and tear, and except for damage occasioned by the act or omission of Tenant or Tenant's Agents which shall be paid for entirely by Tenant upon written demand by Landlord. In the event any or all of the Project becomes in need of maintenance or repair which Landlord is not responsible for the maintenance required to make under this Lease, Tenant shall immediately give written notice to Landlord, and repair of the Premises, Building and Parking Area. Landlord shall perform repairs (i) necessitated by damage caused by the actions of Landlord or anyone in the employ or control of Landlord, or (ii) to any main utility service line up to the point of connection with the lateral utility service line that serves the Building, including not be obligated in any instance that the main utility line is located in on way to commence such maintenance or under the Land or Parking Area surrounding the Buildingrepairs until a commercially reasonable time elapses after Landlord's receipt of such notice. Tenant hereby waives any and all rights under and benefits the benefit of subsection 1 of Section 1932, and Sections 1942 1941 and 1942 of the California Civil Code and any other statute providing a right to make repairs and deduct the cost thereof from the rent. Tenant waives any right to terminate this Lease or offset or xxxxx Base Rent or Additional Rent or any similar or successor Laws now or hereby in effectother charges due hereunder by reason of any failure of Landlord to make repairs to the Premises. Notwithstanding the foregoing, if Tenant shall immediately give Landlord provides written notice to Landlord of an event or circumstance which requires the action of Landlord with respect to repair and/or maintenance, and such repair and/or maintenance is of an urgent or critical nature and there is an imminent threat to the health and safety of Tenant's employees or of substantial damage to Tenant's property, and Landlord fails to provide such action within a reasonable period of time, given the circumstances (taking into account whether an emergency exists), after the receipt of such notice, but in any event not later than twenty (20) days after receipt of such notice unless such repair would normally take longer and Landlord has commenced said repair work within said twenty (20) day period, then Tenant may proceed to take the required action (provided that and only so long as such action is necessary for the health and safety of Tenant's employees or to the property of Tenant and such work is made in accordance with the provisions of Sections 4.4 and 4.5 of this Lease, other than the required consent to the alterations set forth therein) upon delivery of an additional ten (10) business days' notice to Landlord specifying that Tenant is taking such required action, and if such action was required under the terms of the need for repair of the items for which Lease to be taken by Landlord is responsible. If Tenant or Tenant’s invitees or anyone in the employ or control of Tenant caused any damages necessitating repair which and was not taken by Landlord performswithin such ten (10) day period, then Tenant shall pay be entitled to prompt reimbursement by Landlord of Tenant's actual reasonable costs in taking such action. In no event, however, shall Tenant be permitted to take any action or perform any work which will affect the cost thereofBuilding systems, immediately upon demand therefor. If Landlordthe structural integrity of the Building, or its authorized contractors on behalf of Landlord, in the performance of Landlord’s maintenance and repair obligations carried out in accordance with the terms of this Lease actively causes physical damage resulting in an interruption roof of the Building utility service that prohibits Tenant’s use and occupancy or the exterior of the PremisesBuilding. Further, then Tenant shall have the right within three (3) days following the date of such physical damage arising, where if Landlord does not repaired by Landlord or its contractors, deliver a detailed written objection to carry out the repair of that existing physical damage to the Building utility service at Landlord’s cost. Landlord will reimburse Tenant within thirty (30) days of after receipt of an invoice therefore detailing by Tenant of its costs of taking action which Tenant claims should have been taken by Landlord, and if such invoice from Tenant sets forth a reasonably particularized breakdown of its costs and expenses in connection with taking such action on behalf of Landlord and is accompanied by lien releases from all contractors performing such action or work, then Tenant shall be entitled to deduct from Base Rent payable by Tenant under this Lease, the amount set forth in such invoice. If, however, Landlord, acting reasonably, delivers to Tenant within thirty (30) days after receipt of Tenant’s 's invoice, a written objection to the payment of such invoice, then Tenant shall not be entitled to such deduction from rent, but as Tenant's sole and exclusive remedy, Tenant may resort to applicable judicial proceedings in order to claim actual reasonable out-of-pocket cost incurred by Tenant, with all supporting documents, of those reasonable costs directly related to Tenant’s repair of the physical damage that caused interruption of the Building utility service which prohibited Tenant’s use and occupancy of the Premisesdamages.

Maintenance and Repair by Landlord. Landlord is not responsible for Subject to the maintenance Sections captioned “Damage or Destruction” and repair of the Premises“Condemnation”, Building and Parking Area. Landlord shall perform repairs (i) necessitated by damage caused by maintain the actions structural elements of Landlord or anyone in the employ or control of Landlord, or (ii) to any main utility service line up to the point of connection with the lateral utility service line that serves the Building, including foundation, exterior walls, roof structure and roof membranes, the base Building mechanical, electrical, life safety, plumbing, sprinkler systems and heating, ventilating and air-conditioning systems serving the Premises (specifically excluding any supplemental systems installed by or at the request of Tenant that were not part of the base Building), and the common areas of the Building and the Project in reasonably good order and condition subject to reasonable wear and tear and causes beyond Landlord’s reasonable control. Landlord shall make such repairs thereto as become necessary after obtaining actual knowledge of the need for such repairs. Except as otherwise expressly provided in Section 3.4 above, all repair costs shall be included in Operating Costs, except for damage occasioned by the act or omission of Tenant or Tenant’s Agents which shall be paid for entirely by Tenant upon demand by Landlord. In the event Tenant becomes aware that any or all of the Building becomes in need of maintenance or repair which Landlord is required to make under this Lease, Tenant shall promptly give written notice to Landlord, and Landlord shall not be obligated in any instance that the main utility line is located in on way to commence such maintenance or under the Land or Parking Area surrounding the Buildingrepairs until a reasonable time elapses after Landlord’s receipt of such notice. Tenant hereby waives any and all rights under and benefits the benefit of subsection 1 of Section 1932, and Sections 1942 1941 and 1942 of the California Civil Code or and any similar or successor Laws now or hereby in effectother statute providing a right to make repairs and deduct the cost thereof from the Rent. Tenant shall immediately give Landlord written notice of the need for repair of the items for which Landlord is responsible. If Tenant or Tenant’s invitees or anyone in the employ or control of Tenant caused waives any damages necessitating repair which Landlord performs, then Tenant shall pay right to Landlord the cost thereof, immediately upon demand therefor. If Landlord, or its authorized contractors on behalf of Landlord, in the performance of Landlord’s maintenance and repair obligations carried out in accordance with the terms of terminate this Lease actively causes physical damage resulting in an interruption or offset or xxxxx Rent by reason of the Building utility service that prohibits Tenant’s use and occupancy any failure of the Premises, then Tenant shall have the right within three (3) days following the date of such physical damage arising, where not repaired by Landlord or its contractors, to carry out the repair of that existing physical damage make repairs to the Building utility service at Landlord’s cost. Landlord will reimburse Tenant within thirty (30) days of receipt of invoice therefore detailing the Tenant’s actual reasonable out-of-pocket cost incurred by Tenant, with all supporting documents, of those reasonable costs directly related to Tenant’s repair of the physical damage that caused interruption of the Building utility service which prohibited Tenant’s use and occupancy of the Premises.

Maintenance and Repair by Landlord. Except as provided in Section 21 below, Landlord is not responsible for the shall comply in all respects with its maintenance and repair obligations under Section 6.01 of the PremisesXxxxxxxxx and, Building subject to the provisions of Section 7 above, use reasonable efforts to cause Overlandlord to perform its maintenance and Parking Arearepair obligations under Sections 6.01 and 6.02 of the Xxxxxxxxx. Should Landlord default (as provided in Section 12.03 of the Xxxxxxxxx, as the same is incorporated in this Sublease as hereinbefore provided) with respect to its obligation to make any of the repairs assumed by it hereunder with respect to the Building, Subtenant shall have the right to perform such repairs and Landlord agrees that within thirty (30) days after written demand accompanied by detailed invoice(s), it shall pay to Subtenant the cost of any such repairs together with accrued interest from the date of Subtenant’s payment at the Agreed Rate (as defined in the Xxxxxxxxx). Landlord shall perform repairs (i) necessitated by damage caused by the actions of Landlord or anyone in the employ or control of Landlordnot be liable to Subtenant, its employees, invitees, or (ii) licensees for any damage to person or property, and Subtenant’s sole right and remedy shall be the performance of said repairs by Subtenant with right of reimbursement from Landlord of the reasonable fair market cost of said repairs, not exceeding the sum actually expended by Subtenant, together with accrued interest from the date of Subtenant’s payment at the Agreed Rate, provided that nothing herein shall be deemed to create a right of setoff or withholding by Subtenant of Fixed Rent or Additional Rent or any main utility service line up to the point of connection with the lateral utility service line that serves the Building, including in any instance that the main utility line is located in on or under the Land or Parking Area surrounding the Buildingother amounts due herein. Tenant Subtenant hereby expressly waives any and all rights under and benefits of subsection 1 of Section 1932, and Sections 1942 1941 and 1942 of the California Civil Code or under any similar law, statute or successor Laws ordinance now or hereby hereafter in effect. Tenant shall immediately give Landlord written notice of the need for repair of the items for which Landlord is responsible. If Tenant or Tenant’s invitees or anyone in the employ or control of Tenant caused any damages necessitating repair which Landlord performs, then Tenant shall pay effect to Landlord make repairs and offset the cost thereof, immediately upon demand therefor. If Landlord, of same against rent or to withhold or delay any payment of rent or any other of its authorized contractors on behalf obligations hereunder as a result of Landlord, in the performance of Landlord’s maintenance and repair obligations carried out in accordance with the terms of this Lease actively causes physical damage resulting in an interruption of the Building utility service that prohibits Tenant’s use and occupancy of the Premises, then Tenant shall have the right within three (3) days following the date of such physical damage arising, where not repaired any default by Landlord or its contractors, to carry out the repair of that existing physical damage to the Building utility service at Landlord’s cost. Landlord will reimburse Tenant within thirty (30) days of receipt of invoice therefore detailing the Tenant’s actual reasonable out-of-pocket cost incurred by Tenant, with all supporting documents, of those reasonable costs directly related to Tenant’s repair of the physical damage that caused interruption of the Building utility service which prohibited Tenant’s use and occupancy of the Premisesunder this Section 20.

Maintenance and Repair by Landlord. Paragraph 9 “Landlord’s Repairs and Services” is revised to read as follows: Landlord is shall, at Landlord’s expense, maintain the structural soundness of the roof, the foundations and exterior walls of the Building in good repair, reasonable wear and tear excepted; provided that, Landlord shall not be responsible for the maintenance and repair cost of the Premisesany repairs resulting from damage, Building and Parking Areadestruction or deterioration which is caused by Tenant, Tenant’s Parties, or by an act or event which is not fully insured. The term “exterior walls” as used herein shall not include windows, glass or plat glass, doors, special store fronts or office entries. Landlord shall perform repairs on behalf of Tenant and other tenants of the Project, as an item of Basic Operating Cost, the exterior maintenance of the Building, the Project, and public and common areas of the Project, including but not limited to the items listed on Exhibit E, and any other maintenance item which affects the operation and exterior appearance of the Project, which determination shall be at Landlord’s sole discretion. Landlord shall maintain the exterior of the Building, the Project, and public and common areas of the Project in a first class condition, consistent with other class A office buildings in the South San Francisco, California area. Except for the expenses directly involving the items specifically described in the first sentence of this paragraph, Tenant shall reimburse Landlord for all such costs in accordance with Basic Operating Cost. Landlord agrees to give Tenant advance notice if Landlord intends to perform any non-routine maintenance item (iexcept in an emergency) necessitated and shall coordinate with Tenant to minimize as much as reasonably possible any interference to the conduct of Tenant’s business caused by the performance of such non- routine maintenance item. Any damage caused by the actions or repairs necessitated by any act of Tenant or Tenant’s Parties may be repaired by Landlord or anyone in the employ or control of at Landlord, or (ii) to any main utility service line up to the point of connection with the lateral utility service line that serves the Building, including in any instance that the main utility line is located in on or under the Land or Parking Area surrounding the Building. Tenant hereby waives any ’s option and all rights under and benefits of subsection 1 of Section 1932, and Sections 1942 and 1942 of the California Civil Code or any similar or successor Laws now or hereby in effectat Tenant’s expense. Tenant shall immediately give Landlord written notice of the any defect or need for of repairs after which landlord shall have a reasonable opportunity to repair of the items same. Landlord’s liability with respect to any defects, repairs, or maintenance for which Landlord is responsible. If Tenant or Tenant’s invitees or anyone in responsible under any of the employ or control of Tenant caused any damages necessitating repair which Landlord performs, then Tenant shall pay to Landlord the cost thereof, immediately upon demand therefor. If Landlord, or its authorized contractors on behalf of Landlord, in the performance of Landlord’s maintenance and repair obligations carried out in accordance with the terms provisions of this Lease actively causes physical damage resulting in an interruption of shall be limited to the Building utility service that prohibits Tenant’s use and occupancy of the Premises, then Tenant shall have the right within three (3) days following the date cost of such physical damage arising, where not repaired repairs or maintenance unless caused by Landlord or its contractors, to carry out the repair of that existing physical damage to the Building utility service at Landlord’s cost. Landlord will reimburse Tenant within thirty (30) days of receipt of invoice therefore detailing the Tenant’s actual reasonable out-of-pocket cost incurred by Tenant, with all supporting documents, of those reasonable costs directly related to Tenant’s repair of the physical damage that caused interruption of the Building utility service which prohibited Tenant’s use and occupancy of the Premisesgross negligence or willful misconduct.

Maintenance and Repair by Landlord. a. Landlord is not responsible shall, except as provided elsewhere herein and subject to the negligence of Tenant, its agents or employees, maintain and make necessary replacements of and repairs to: (i) the foundation, exterior walls (excluding windows, window glass, plate glass and doors), roof of the Building, columns and other structural elements of the Building; (ii) the heating, ventilating, air conditioning, plumbing, electrical, emergency and other mechanical systems and equipment serving the Building generally or the Premises in common with other portions of the Building; (iii) the parking areas on the Project or otherwise serving the Building; (iv) the driveways and sidewalks necessary for access to the maintenance Building or such parking areas; (v) the loading docks appurtenant to the Building; and (vi) any other common areas and facilities provided by Landlord from time to time, all of which maintenance, replacement and repair of work Landlord shall perform as required to keep the Premises, the Building and Parking Area. Landlord shall perform repairs (i) necessitated by damage the Project in good condition and working order and in compliance with all applicable laws, ordinances, codes, rules, regulations, orders and permits, including, without limitation, the Americans with Disabilities Act of 1990 and the regulations and standards promulgated thereunder unless caused by the actions act or omission of Landlord or anyone Tenant. Notwithstanding any provisions in the employ or control of Landlord, or (ii) to any main utility service line up this Lease to the point of connection with contrary, Landlord shall be solely responsible for making all so-called "capital improvements" to the lateral utility service line that serves Premises, the BuildingBuilding and the Project, including in any instance that the main utility line is without limitation all systems located in on or under the Land or Parking Area surrounding the Buildingthereon. Tenant hereby waives any When Landlord performs such maintenance, repair and all rights under and benefits of subsection 1 of Section 1932replacement work, and Sections 1942 and 1942 Landlord shall take care not to unreasonably interfere with Tenant's use of the California Civil Code or any similar or successor Laws now or hereby in effectPremises and shall have such work performed during off hours, if possible. Tenant shall immediately give promptly report to Landlord written notice of any defective condition in the need for repair of the items for Premises known to Tenant which Landlord is responsible. If required to repair hereunder, and failure to so report shall relieve Landlord of liability for damages to any personal property, fixtures or Tenant or Tenant’s invitees or anyone Improvements located in the employ Premises resulting from or control of Tenant caused in connection with such defective condition. b. Landlord shall maintain the Common Areas. c. Notwithstanding any damages necessitating repair which Landlord performs, then Tenant shall pay to Landlord the cost thereof, immediately upon demand therefor. If Landlord, or its authorized contractors on behalf of Landlord, provisions in the performance of Landlord’s maintenance and repair obligations carried out in accordance with the terms of this Lease actively causes physical damage resulting in an interruption of to the Building utility service that prohibits Tenant’s contrary, if Tenant suffers a material adverse effect on its use and occupancy of the PremisesPremises for more than five consecutive days, because of: (i) Landlord's failure to perform its obligations under this Section 10: (ii) unreasonable interference with Tenant's use of the Premises arising from the Landlord's performance of its obligations under this Section 10; or (iii) the unavailability of any utility service provided to the Premises due to Landlord's failure under this Section 10, then Tenant shall have be entitled to an equitable abatement of rent, according to the right within three (3) days following nature and extent of the date effect of such physical damage arisingfailure, where not repaired by Landlord interference and/or unavailability on Tenant's business operations, for each consecutive day (after such five-day period) that such material adverse effect continues. If any such material adverse effect on Tenant's use or its contractors, to carry out the repair of that existing physical damage to the Building utility service at Landlord’s cost. Landlord will reimburse Tenant within thirty (30) days of receipt of invoice therefore detailing the Tenant’s actual reasonable out-of-pocket cost incurred by Tenant, with all supporting documents, of those reasonable costs directly related to Tenant’s repair of the physical damage that caused interruption of the Building utility service which prohibited Tenant’s use and occupancy of the PremisesPremises continues for more than 30 days, Tenant may elect to terminate this Lease by written notice to Landlord.