Common use of Maintenance and Repair Clause in Contracts

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. 6.01. Tenant shall be solely responsible for the cost and performance of all maintenance, service, repair and replacement of any portion of the Building, it being understood and agreed that Landlord shall have no general duty (aeither to Tenant or to third parties) Except to keep the Leased Property in good order and repair and that Landlord shall have no obligation to perform or pay for the cost of any Alterations such maintenance, service, repair or replacement except to the extent expressly provided for in this Article 6. As long as this Lease is in full force and effect Landlord shall promptly upon request by Tenant reimburse Tenant for the cost of any repair or replacement of any heating, ventilating and air-conditioning system or structural or other similar portion of the Building or Building system that becomes unusable such that the operation of Tenant's business for the purposes described in Section 5.01 shall be materially impaired; PROVIDED, that written notice, given reasonably in advance considering the nature of the repair, shall have been provided to Landlord, which notice shall set forth, in reasonable detail, the nature and scope of the repair and the estimated cost thereof and PROVIDED further, that Landlord will be obligated to reimburse Tenant only to the extent reasonably necessary such that Tenant's business for the purposes described in Section 5.01 shall no longer be so materially impaired. Tenant agrees and acknowledges that Landlord's reimbursement obligation as set forth above is permitted being undertaken by Landlord as an accommodation to make pursuant Tenant due to the short-term nature of this Lease, . Tenant shall at all times put, keep agrees and maintain acknowledges that it is Tenant's duty and obligation to inspect the Leased Premises (includingProperty from time to time, without limitation, the roof, landscaping, walls, footings, foundations and structural components to conduct day-to-day maintenance of the Leased Premises) in the same (or better) condition Property and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all to perform any repairs and replacements of every kind and nature, whether foreseen that are required either for Tenant's operations or unforeseen, which may be required to be made upon or in connection with for the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity health and safety of persons present at the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerProperty.

Maintenance and Repair. (a) Except for Tenant shall, throughout the Term hereof and at no expense whatsoever to Landlord, take good care of the Premises and the Building and other Improvements and structural components thereof now or hereafter erected thereon and shall not do or suffer any Alterations that Tenant is permitted to make pursuant to this Leasewaste with respect thereto, and Tenant shall at promptly make all times putrepairs, interior and exterior, structural and non-structural, ordinary as well as extraordinary, foreseen as well as unforeseen, necessary to keep the Building and maintain the Leased Premises other Improvements (including, without limitation, the roof, landscapingmechanical, wallsplumbing, footingselectrical, foundations and structural components of the Leased Premisesother Building systems) in the same (or better) good and lawful order and in at least as good condition and order of repair as exists as of such premises are in on the Commencement Date, except for ordinary Date but subject to reasonable wear and tear. When used in this Article, and the term “repairs” shall promptly make all repairs and replacements of every kind and natureinclude replacements, whether foreseen capital improvements or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to renewals when necessary. Tenant shall keep and maintain all portions of the Leased Premises Premises, in the order a clean and condition required by this Paragraph 11(a). orderly condition, free of accumulation of water, dirt, rubbish, snow and ice, and Tenant shall do not permit or cause others to do all shoring suffer any overloading of the Leased Premises or of foundations and walls floors of the Improvements and every other act necessary or appropriate Building. Landlord shall not be responsible for preservation and safety thereof, by reason the cost of any alterations of or in connection with repairs to the Premises of any excavation nature whatsoever, structural or other building operation upon any of the Leased Premisesotherwise, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing now in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days contemplation of the date insurance proceeds parties. To the extent not prohibited by law, Tenant hereby waives and releases all rights now or a condemnation award has been paid hereinafter conferred by statute or otherwise which would have the effect of limiting or modifying any of the provisions of this Section 6.3. In addition, the provisions of this Section 6.3 are subject to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerlimitations imposed by Article VII below.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLessee, Tenant shall at all times putits expense, will keep and maintain the Leased Premises Property and all private roadways, sidewalks and curbs appurtenant thereto in reasonably good order and repair (includingwhether or not the need for such repairs occurs as a result of Lessee's use, without limitationany prior use, the roofelements, landscaping, walls, footings, foundations and structural components the age of the Leased Premises) in the same (Property or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tearany portion thereof), and shall promptly except as otherwise provided in Articles 13 and 14, with reasonable promptness will make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether foreseen or unforeseen, which may be required nature (including remodeling to be made upon or in connection with the Leased Premises in order extent necessary to keep and maintain the Leased Premises Property in a condition substantially the order and same as exists on the date hereof), whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen or arising by reason of a condition required by existing prior to or after the commencement of the Term of this Paragraph 11(aLease (concealed or otherwise). Tenant All repairs and remodeling shall, to the extent reasonably achievable, be at least equivalent in quality to the original work and shall do be accomplished by Lessee or cause others a party selected by Lessee. Lessee will not take or omit to do all shoring take any action the taking or omission of which might materially impair the value or usefulness of the Leased Premises Property or of foundations and walls of any part thereof for the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon Primary Intended Use. If Lessee fails to perform any of the Leased Premisesits obligations hereunder, whether or if Lessor reasonably determines that action is necessary and is not Landlord shallbeing taken, Lessor may, on giving 30 days' written notice to Lessee (other than in a case reasonably deemed by reason of Lessor to be an emergency, in which case no such notice shall be required), without demand on Lessee, perform any Legal Requirements or Insurance Requirements, be required such obligations in such manner and to such extent and take such other action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, Lessor may deem appropriate in the event of a Restoration pursuant that Lessee has not timely commenced to Paragraph 13(c) perform such obligation or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)action, and all repairs costs, expenses and charges of Lessor relating to any such action shall constitute Additional Charges and shall be made payable by Lessee to Lessor in a good, proper and workmanlike manneraccordance with Section 2.3.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted the maintenance to make pursuant to this Leasebe performed by the City hereunder, Tenant Concessionaire shall at all times put, keep and maintain the Leased Premises (includingbe obligated, without limitationcost to City, to maintain and keep the roofFacilities and every part thereof, landscapingincluding the common seating areas which support the Facilities set forth in Exhibit A, wallsin good order and repair and in safe condition. To accomplish the foregoing, footingsConcessionaire shall establish a written preventive maintenance program, foundations subject to the initial written approval and structural components of periodic review by the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all Director. All repairs and replacements shall be of every kind a quality substantially equal to the original in materials and natureworkmanship. Concessionaire shall be obligated, whether foreseen or unforeseenwithout cost to City, for all janitorial services for the Facilities, including the common seating areas which may support the Facilities set forth in Exhibit A. Concessionaire shall ensure that each Facility, and that area within a twenty-five foot radius of each Facility, shall be required kept free from all rubbish, filth and refuse, and Concessionaire must employ sufficient personnel to be made upon or place such rubbish and refuse in connection sealed disposable containers approved by the Director, transported to and placed within designated waste containers in areas selected by the Director. Concessionaire shall, at no cost to City, on an as-needed basis and consistent with the Leased Premises in order to keep and maintain the Leased Premises objectives set forth in the order Recitals, clean all restaurant and condition required by this Paragraph 11(a)bar equipment including walls, floors, ceilings, empty waste receptacles and perform other sanitation-related functions in the various Facilities. Tenant Concessionaire shall do or cause others to do connect to, maintain, and clean all shoring of the Leased Premises or of foundations grease traps, grease removal, and walls of the Improvements and every other act necessary or sewer drain cleaning systems and/or programs appropriate for preservation the size and safety thereofvolume of each Facility set forth in Exhibit A. In that regard, Concessionaire shall install Ecolab systems (or approved equal) to monitor grease build-up in each Facility. Any damage done to grease traps or sewer lines as a result of such installation, maintenance or cleaning shall be repaired by reason Concessionaire in a timely basis, at its sole cost and to the Director’s satisfaction. In addition to the remedy set forth in Section 8.3.2. and the termination rights in Section 14.1., Director shall have the right to assess liquidated damages in an amount of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable $500.00 per occurrence (measured on a daily basis) for failure to do socomply with Section 5.7 inclusive of all sections therein. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRConcessionaire and City stipulate that any such assessment shall not be construed as a penalty; rather, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECTConcessionaire and City stipulate that the damages resulting from any such violation will be difficult to measure and ascertain and that $500.00 per occurrence is a reasonable estimation of the damages suffered by City. Nothing in Any assessment of liquidated damages by the preceding sentence Director shall be deemed paid to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), City by Concessionaire within sixty (60) 10 days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take receipt of an invoice for such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerdamages.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times from and after the Commencement Date, including any Requisition period, put, keep and maintain the each Leased Premises Property (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of each Leased Property) and the Leased Premises) Equipment in the same a similar (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and teartear and the loss of a part of any Leased Property pursuant to a partial Condemnation with respect to which restoration is not practically feasible, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the each Leased Premises Property in order to keep and maintain the such Leased Premises Property in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the each Leased Premises Property or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the such Leased PremisesProperty, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES PROPERTY OR ANY PART THEREOF OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times from and after the Closing Date, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations foundations, parking areas, driveways and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Closing Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph Section 11(a). Tenant shall do do, or cause others to do do, all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs Sections 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after within thirty (30) days of the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph Section 13(c) or 14(g), within sixty thirty (6030) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times from and after the Commencement Date, including any Requisition period, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) and the Equipment in the same a similar (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and teartear and the loss of a part of the Leased Premises pursuant to a partial Condemnation with respect to which restoration is impossible, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLANDLORD shall keep the foundation, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, outer walls, footings, foundations roof and structural components of the Building, including its doors, door frames, door checks, and windows, in good repair as a Class A building. LANDLORD shall also be responsible for all maintenance and repair to the Common Areas, including parking lot and landscaping, structural components and mechanical systems of the Building, including heating, plumbing and air conditioning equipment; provided, however the LANDLORD shall not be responsible for the expense of repair of damages caused by the acts or negligence of TENANT or its employees or invitees. LANDLORD shall keep the Common Areas in a clean, sanitary and attractive condition. TENANT shall notify LANDLORD of any repairs which are the responsibility of the LANDLORD to perform. Except as expressly required elsewhere in this Lease, LANDLORD shall not be called upon to make any other improvements or repairs of any kind upon the Leased Premises and the Leased Premises and appurtenances shall at all times be kept in good order, condition, and repair by TENANT, and shall also be kept in a clean, sanitary, and safe condition in accordance with the laws of the State of Michigan, and in accordance with all directions, rules and regulations of the health officer, fire marshal, building inspector or other proper officers of the governmental agencies having jurisdiction, at the sole cost and expense of TENANT, and TENANT shall comply with all said requirements of the law, ordinances and otherwise affecting the Leased Premises) . TENANT shall permit no waste, damage or injury to the Leased Premises, and TENANT shall at its own cost and expense replace any glass windows, doors, door hardware and frames in the same (Leased Premises which may be broken by TENANT or better) condition and order of repair as exists as its employees or invitees. At the expiration of the Commencement Datetenancy created hereunder, except for ordinary TENANT shall surrender the Leased Premises in as good condition as when taken, reasonable wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required loss by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation fire or other building operation upon unavoidable casualty excepted. Notwithstanding anything in this paragraph contained, there shall be no obligation on the part of TENANT to comply with any of the Leased Premiseslaws, whether directions, rules and regulations referred to which may require structural alterations, structural repairs or not Landlord shallstructural additions, unless made necessary by reason of any Legal Requirements act or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shallwork performed by TENANT, in all events, make all repairs for which it is responsible hereunder promptly (but in any event TENANT shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannercomply at its expense.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLessee, Tenant shall at all times putits expense, will keep and maintain the Leased Premises Property and all private roadways, sidewalks, and curbs appurtenant thereto in reasonably good order and repair (includingwhether or not the need for such repairs occurs as a result of Lessee's use, without limitationany prior use, the roofelements, landscaping, walls, footings, foundations and structural components the age of the Leased Premises) in the same (Property or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tearany portion thereof), and shall promptly except as otherwise provided in Articles XIII and XIV, with reasonable promptness will make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether foreseen or unforeseen, which may be required nature (including remodeling to be made upon or in connection with the Leased Premises in order extent necessary to keep and maintain the Leased Premises Property in a condition substantially the order and same as exists on the date hereof), whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen or arising by reason of a condition required by existing prior to or after the commencement of the Term of this Paragraph 11(aLease (concealed or otherwise). Tenant All repairs and remodeling shall, to the extent reasonably achievable, be at least equivalent in quality to the original work and shall do be accomplished by Lessee or cause others a party selected by Lessee. Lessee will not take or omit to do all shoring take any action the taking or omission of which might materially impair the value or usefulness of the Leased Premises Property or any part thereof for the Primary Intended Use. If Lessee fails to complete or to diligently pursue completion of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premisesits obligations hereunder, whether or if Lessor reasonably determines that action is necessary and is not Landlord shallbeing taken Lessor may, on giving 30 days' written notice to Lessee (other than in a case reasonably deemed by reason of Lessor to be an emergency, in which case no such notice shall be required), without demand on Lessee, perform any Legal Requirements or Insurance Requirements, be required such obligations in such manner and to such extent and take such other action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)Lessor may deem appropriate, and all repairs costs, expenses and charges of Lessor relating to any such action shall constitute Additional Charges and shall be made payable by Lessee to Lessor in a good, proper and workmanlike manneraccordance with Section 2.3.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at throughout the Term assume the entire responsibility and shall relieve Landlord from all times putresponsibility for all repair, keep maintenance, replacements and maintain capital improvements on the Leased Premises when the cost does not exceed $5,000.00 per occurrence (includingwhich shall include, without limitation, any buildings and improvements thereon such as access roads and drives, parking areas and landscaping), whether such repair, maintenance, replacements or capital improvements be ordinary or extraordinary, structural or otherwise provided, however, Tenant shall have the roofright to develop and redevelop the Premises as permitted pursuant to the terms of this Lease and, landscapingfurther provided, walls, footings, foundations and structural components that Tenant shall not be obligated to repair or replace any portion of the Leased Premises) in Premises which is damaged as the same (or better) condition and order of repair as exists as result of the Commencement Dateuse by third parties of easements which encumber the Premises and which easements benefit other property except to the extent such damage is caused by Tenant or its employees, except for ordinary wear members, patrons, invitees, agents, servants and tearindependent contractors. Maintenance, repairs, replacements and capital improvements shall promptly make all repairs be in quality and replacements of every kind and natureclass comparable to similar properties, whether foreseen or unforeseen, which may be required to be made upon or in connection with preserve the Leased Premises in order to keep and maintain the Leased Premises in the good order and condition required by this Paragraph 11(acondition. Landlord agrees to assume the balance of the cost for all repair, maintenance, replacements and capital improvements on the Premises which exceed $5,000.00 per occurrence. Landlord shall assume full cost responsibility for all repair, maintenance, replacements and capital improvements on the Premises after Tenant has expended a total of $30,000 for maintenance and repair expenditures within any current calendar year (and prorated for any partial calendar year). Tenant shall do assume full cost responsibility for all non-maintenance improvements or cause others expansions initiated by Tenant. Maintenance and repair items, as defined by this section, are limited to do all shoring of structural, mechanical, electrical, and plumbing systems and does not include consumable operating supplies. During the Leased Premises or of foundations and walls of Term, subject to the Improvements and every other act necessary or appropriate for preservation and safety thereoflimitations on Tenant’s obligations as indicated above, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, Tenant shall be required to take such action or be liable for failure keep all buildings and other improvements in good, tenantable, useable condition throughout the Term of this Lease (subject to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRcasualty, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in condemnation and the preceding sentence shall be deemed other provisions of this Lease with regard to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) development and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days redevelopment of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completionPremises), and all repairs shall be made in a goodwithout limiting the generality thereof, proper and workmanlike mannerTenant shall: appearance.

Maintenance and Repair. The Tenant shall, throughout the term of this lease, at its own cost and expense, maintain the interior of the Premises and all exterior Tenant-supplied equipment (aincluding all windows and doors, all interior equipment and plumbing and electrical systems supplied and used exclusively by Tenant, and such other fixtures as are used in connection with the occupancy of the Premises, including any and all replacements made by the Tenant) Except for any Alterations (except such as are the Landlord's obligation to maintain hereunder) in such condition, repair and order, as the same now are or hereafter may be put, reasonable wear and tear, repairs that Tenant is permitted are the obligation of Landlord to make pursuant hereunder excepted. With respect to this Leasethe HVAC system which serves the Premises, Tenant the parties agree that title to such system is hereby transferred to Landlord’s sole ownership, and in consideration thereof Landlord shall at assume all times putresponsibility for the maintenance and repair of such system. The initial cost to Landlord for updating the existing HVAC system shall be amortized as a portion of the lease rate charged to Tenant, keep as set forth in Exhibit A, but all other costs of repair and maintenance of the HVAC system shall be borne by Landlord. Landlord shall repair and maintain the Leased Premises (includingCommon Areas, without limitation, including the roof, landscapingfoundation, load-bearing walls, footingsfire panel and alarm, foundations sprinkler system, utility lines and systems that do not exclusively serve the Premises and other structural components of the Leased Premises) Building in the same (or better) condition good condition. Landlord, at its own cost and order of repair as exists as of the Commencement Date, except for ordinary wear and tearexpense, and without reimbursement from Tenant, shall promptly make be responsible for all capital repairs and replacements of every kind and natureat the Premises except as due to the negligence, whether foreseen willful misconduct, or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring gross negligence of the Leased Premises Tenant, or its employees, agents, or contractors, or caused by a breach by Tenant of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do soits obligations under this Lease. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in In the event of a Restoration pursuant an emergency requiring Tenant to Paragraph 13(c) take preventative action, if Tenant is unable to contact Landlord using commercially reasonable attempts, or 14(g)if Landlord is not reasonably able to respond accordingly, within sixty (60) days Tenant is authorized to take reasonable remedial action and Landlord will promptly reimburse Tenant for any reasonable costs associated with such remedial action upon presentation of reasonable documentation in substantiation of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manneremergency costs.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted At all times during the Term, subject to make pursuant to this Leasethe provisions of Article XII, Tenant shall (subject, with respect to any Tenant Option Property, to the further provisions of this Article X following a Partial Property Termination Date), at Tenant’s sole cost and expense, (i) maintain (without the prior written consent of Landlord) each Demised Premises, all times putTenant’s Property with respect thereto, keep and all Common Areas that (A) are appurtenant to such Demised Premises, (B) are in Tenant’s exclusive control or (C) Tenant is required to maintain the Leased Premises pursuant to any applicable Property Documents (includingcollectively, without limitation“Tenant Common Areas”), the roofin each case in good order, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for (ordinary wear and teartear excepted) with the standard of care and quality taking into account the age of such Demised Premises, and shall otherwise in compliance with all applicable Property Requirements and the Permitted Use, and (ii) promptly make all customary (consistent with past practice) or necessary capital repairs and replacements thereof and thereto of every kind and nature, including without limitation all Required Work, whether interior or exterior, structural or nonstructural, ordinary or extraordinary, foreseen or unforeseen, which may be or arising by reason of Tenant’s use of the Demised Premises or such Tenant Common Areas, any prior use thereof or otherwise (but excluding any such repairs, replacements or other Work to the extent the same are required to be made upon as a result of Landlord’s gross negligence or willful misconduct, any affirmative acts in connection with work performed by Landlord or any of Landlord’s Related Users to any Tenant Option Property after a Partial TO Termination, or the Leased Premises negligence of any of Landlord’s Related Users in or about any Tenant Option Property after a Partial TO Termination), in each case, subject to ordinary wear and tear and taking into account the age of the applicable Demised Premises. Notwithstanding the foregoing, from and after the Partial Property Termination Date with respect to any Tenant Option Property, (A) Landlord shall (and Tenant shall no longer be obligated to) make and conduct all reasonable or customary maintenance, repairs and replacements of the load-bearing walls, roofs and other structural components (except any Alterations installed by Tenant that are located wholly within the Tenant Retained Portion) of such Tenant Option Property and (B) Tenant shall reimburse Landlord, as Additional Rent and, at Landlord’s option, as part of Installment Expenses, for Tenant’s Proportionate Share of the cost of all such maintenance, repairs and replacements; provided, however, that to the extent that any such maintenance, repairs or replacements disproportionately benefits either Portion of such Tenant Option Property, the Parties shall cooperate in good faith to adjust Tenant’s Proportionate Share of such costs solely with respect thereto in order to keep and maintain equitably reflect the Leased Premises in the order and condition required proportional benefit received by this Paragraph 11(a). Tenant shall do or cause others to do all shoring each of the Leased Premises or of foundations applicable Landlord Retained Portion and walls the applicable Tenant Retained Portion as a result of the Improvements applicable Work. In the event that the Parties cannot agree on the appropriate adjustment, either Party shall have the right to submit the same to expedited arbitration in accordance with the provisions of Section 27.1. Notwithstanding anything to the contrary herein and every other act necessary or appropriate for preservation and safety thereofthe avoidance of doubt, by reason in no event shall Tenant be in default of or in connection with any excavation or other building operation upon any its obligations under this Section 10.1(a) solely as a result of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for its failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed perform any Required Work if Landlord’s consent is required with respect to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) such Work and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate Landlord unreasonably withholds such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerconsent.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseTenant, Tenant at its sole cost and expense, shall at keep the Property and all times putprivate roadways, keep sidewalks and maintain the Leased Premises (includingcurbs appurtenant thereto and which are under Tenant's control in good order, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Dateand, except for ordinary wear and tearas otherwise expressly provided to the contrary in Article XIV, and XV, or XVI with reasonable promptness, shall promptly make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether interior or exterior, structural or nonstructural, ordinary or extraordinary, patent or latent, foreseen or unforeseen, which may be required or arising by reason of a condition existing prior to be made upon or in connection with the Leased Premises in order to keep commencement of the Term of this Lease and maintain regardless of the Leased Premises in the order and condition required by this Paragraph 11(a)cause necessitating repair. Tenant shall do or cause others also be obligated at its expense to do make all shoring of repairs, modifications and renovations necessary to comply with all licensing, safety and health and building code, regulations applicable to the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate Property so that it can be legally operated for preservation and safety thereof, its Primary Intended Use. All repairs by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, to the extent reasonably achievable, be at least equal in quality to the original work. Tenant shall not take or omit to take any action, the taking or omission of which might materially impair the value or the usefulness of all eventsor any portion of the Property for the Primary Intended Use. Tenant shall give Landlord ten days prior written notice of any repair, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessaryreplacement, or, in the event of a Restoration modification or renovation pursuant to Paragraph 13(cthis Section the cost of which exceeds $200,000 and, prior to commencing any such repair, replacement, modification or renovation, shall provide to Landlord either (i) a lien payment and completion bond in form and substance and issued by a surety reasonably acceptable to Landlord or 14(g)(ii) a payment and completion guaranty in form and substance and executed by a guarantor reasonably acceptable to Landlord, within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that as Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannermay elect.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to acknowledges that, with full awareness of its obligations under this Lease, Tenant has accepted the condition, state of repair and appearance of the Premises. Tenant agrees that, at its expense, it shall at all times put, keep and maintain the Leased Premises (includingPremises, without limitationincluding any altered, rebuilt, additional or substituted buildings, structures and other improvements thereto or thereon, in safe condition, repair and appearance in a manner comparable with the roof, landscaping, walls, footings, foundations and structural components condition of the Leased Premises) in Premises at the same (or better) condition and order of repair as exists as commencement of the Commencement DateTerm of this Lease, except for ordinary reasonable wear and teartear excepted, but in no event shall the standard of maintenance and repair be less than the standards of maintenance and repair at other facilities of a similar nature owned or operated by Tenant or any Affiliate of Tenant. Tenant shall promptly make all repairs and replacements necessary to fulfill the foregoing maintenance and repair standards. Without limiting the foregoing, Tenant shall promptly make all structural and nonstructural, foreseen and unforeseen, ordinary and extraordinary changes, replacements and repairs of every kind and nature, whether foreseen and correct any patent or unforeseenlatent defects in the Premises, which may be required to be made upon or in connection with the Leased Premises in order to put, keep and maintain the Leased Premises in the order aforesaid condition, repair and condition required by this Paragraph 11(a)appearance. Tenant shall do will keep the Premises orderly and free and clear of rubbish. Tenant covenants to perform or cause others observe all terms, covenants and conditions of any easement, restriction, covenant, declaration and maintenance agreement (collectively, "Easements") to do all shoring of which it may at any time be a party or to which the Leased Premises are currently subject or of foundations become subject pursuant to this Lease (including Tenant Easements and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, Landlord Easements) whether or not such performance is required of Landlord shallunder such Easements, by reason including without limitation, payment of any Legal Requirements all amounts due from Landlord or Insurance RequirementsTenant (whether as assessments, be required to take service fees or other charges) under such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)Easements. Tenant shall, in all eventsat its expense, use reasonable efforts to enforce compliance with any Easements benefiting the Premises by any other person or entity or property subject to such Easement. Landlord shall not be required to maintain, repair or rebuild, or to make all repairs for which it is responsible hereunder promptly (but any alterations, replacements or renewals of any nature to the Premises, or any part thereof, whether ordinary or extraordinary, structural or nonstructural, foreseen or not foreseen, or to maintain the Premises or any part thereof in any event shall commence actions way or to initiate such correct any patent or latent defect therein. Tenant hereby expressly waives any right to make repairs as quickly as possible after at the date Tenant becomes aware that such repairs are necessary, or, expense of Landlord which may be provided for in any law in effect at the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days time of the date insurance proceeds commencement of the Term or a condemnation award has been paid to the Trustee (it being understood that which may thereafter be enacted. If Tenant shall take such steps as are reasonably necessary to protect vacate or abandon the Premises, it shall give Landlord and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerany Mortgagee immediate notice thereof.

Maintenance and Repair. Except as described in Exhibit “C”, attached, the Tenant accepts the Premises in its present condition as a date hereof. It is Landlord’s responsibility to maintain and repair the foundation, roof, permanent structures, exterior walls (aexcept doors and glass) Except and utility lines to their exterior point of entry; provided, however, that Landlord shall not be responsible for any Alterations that Tenant maintenance necessitated by the acts of Tenant, its agents or invitees. It is permitted Tenant’s responsibility to make pursuant maintain and keep in good repair the interior of the Premises, including fixtures, windows, doors, utilities, and all other repairs made necessary by Tenant’s failure to this Leaseso maintain; provided, however, Tenant shall at all times putnot be responsible for maintenance necessitated by the negligence or intentional wrongful acts of Landlord or its agents. Tenant must deliver the Premises to Landlord upon termination in as good condition as when leased, keep reasonable wear and tear excepted. If Tenant neglects to so maintain the Leased Premises, Landlord shall have the right, at Landlord’s option (but this clause shall not obligate Landlord so to do or relieve Tenant from any obligation hereunder),after notice to Tenant at the Premises, to act as deemed necessary by Landlord to maintain and repair the Premises (includingwithout liability for loss or damage to Tenant’s property, without limitationand charge the reasonable cost thereof to Tenant, which sum shall be promptly paid as additional rent. If Tenant determines in good faith that Landlord has neglected to maintain and repair, Tenant may elect as its sole remedy to notify Landlord in writing in detail of the necessary repairs, the roofestimated cost thereof and the intent of Tenant to complete the same. If Landlord (1) fails to give adequate assurance of commencement within 30 days after receipt of notice,(2) fails to respond, landscapingor (3) fails to question in good faith the necessity of all or a part thereof, walls, footings, foundations and structural components of the Leased PremisesTenant may (if not otherwise in default) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all complete such repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with deduct the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant reasonable cost thereof on a prorated basis from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which each rental installment as it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerdue.

Maintenance and Repair. Landlord shall make such improvements, repairs or replacements as may be necessary for normal maintenance of the Building Systems serving the Premises, the exterior and the structural portions of the Building and the Common Areas. Subject to the terms of Section 7, the maintenance and repairs to be performed by Landlord hereunder shall be at Landlord’s expense, unless the need for such maintenance or repairs was caused by the negligence or willful misconduct of Tenant, its employees, agents, contractors or invitees, in which event Tenant shall reimburse Landlord for the cost of such maintenance or repairs, plus a construction oversight fee for Landlord in an amount equal to five percent (a5%) of the cost and expense of such maintenance or repairs (and Landlord agrees to use good faith efforts to require other tenants of the Building to so pay for maintenance or repairs cause by the negligence or willful misconduct of such other tenants and their employees, agents, contractors or invitees, and the amounts so collected by Landlord shall be deducted from Operating Expenses); the construction oversight or management fee, if any, applicable to construction of the Initial Improvements shall be governed by the terms of the Work Letter and not by the provisions of this Section. Except for any Alterations to the extent that Tenant Landlord is permitted obligated to make restore and repair the Premises pursuant to Section 23, Tenant, at its sole cost, shall maintain and repair the Premises and otherwise keep the Premises in good order and repair, normal wear and tear excepted. Any repair or maintenance by Tenant shall be undertaken in accordance with the provisions and requirements of Section 16. Landlord is not responsible for replacing and/or repairing Tenant’s fixtures or any Above Standard improvements, or fixtures. Except as expressly provided in this Lease, Tenant shall at all times putaccept the Premises including any existing appliances and Above Standard fixtures in their “AS IS, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) WHERE IS” condition and order of repair as exists as of the Commencement Effective Date. For purposes of this Lease, except for ordinary wear all Above Standard improvements and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises fixtures existing in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring Premises as of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Effective Date shall be deemed to preclude Tenant from being entitled be Tenant’s property until the expiration or earlier termination of this Lease or Tenant’s right to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days possession of the date insurance proceeds or a condemnation award has been paid to Premises under this Lease, at which time such Above Standard improvements and fixtures shall become the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety property of the Leased Premises pending such payment) Landlord and shall diligently pursue such repairs be surrendered to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord with the Premises.

Maintenance and Repair. Landlord shall make such improvements, repairs or replacements as may be necessary for normal maintenance of the Building Systems serving the Premises, the exterior and the structural portions of the Building and the Common Areas. Subject to the terms of Section 7, the maintenance and repairs to be performed by Landlord hereunder shall be at Landlord’s expense, unless the need for such maintenance or repairs was caused by the negligence or willful misconduct of Tenant, its employees, agents, contractors or invitees, in which event Tenant shall reimburse Landlord for the cost of such maintenance or repairs, plus a construction oversight fee for Landlord in an amount equal to five percent (a5%) of the cost and expense of such maintenance or repairs; the construction oversight or management fee, if any, applicable to construction of the Initial Improvements shall be governed by the terms of the Work Letter and not by the provisions of this Section. Except for any Alterations to the extent that Tenant Landlord is permitted obligated to make restore and repair the Premises pursuant to Section 23, Tenant, at its sole cost, shall maintain and repair the Premises and otherwise keep the Premises in good order and repair. Notwithstanding the preceding sentence, Tenant shall not be required to make, nor be financially responsible for (except to the extent the same constitute Operating Expenses), any structural changes to the Building or to modify any Building Systems that do not exclusively serve the Premises unless the need for compliance is triggered by the construction of the Initial Improvements or Tenant’s Work or by any acts or omissions of Tenant or any of Tenant’s agents, servants, employees, customers, licensees or invitee. Any repair or maintenance by Tenant shall be undertaken in accordance with the provisions and requirements of Section 16. Landlord is not responsible for replacing and/or repairing Tenant’s fixtures or any Above Standard improvements, or fixtures. Except as expressly provided in this Lease, Tenant shall at all times putaccept the Premises including any existing appliances and Above Standard fixtures in their “AS IS, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) WHERE IS” condition and order of repair as exists as of the Commencement Effective Date. For purposes of this Lease, except for ordinary wear all Above Standard improvements and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises fixtures existing in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring Premises as of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Effective Date shall be deemed to preclude Tenant from being entitled be Tenant’s property until the expiration or earlier termination of this Lease or Tenant’s right to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days possession of the date insurance proceeds or a condemnation award has been paid to Premises under this Lease, at which time such Above Standard improvements and fixtures shall become the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety property of the Leased Premises pending such payment) Landlord and shall diligently pursue such repairs be surrendered to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord with the Premises.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted shall, subject to make pursuant to this LeaseLandlord’s obligations hereinafter provided, Tenant shall at all times putduring the term hereof, keep and at Tenant’s sole cost and expense, keep, maintain and repair the Leased Premises building and other improvements upon the demised premises in good and sanitary order and condition (including, except as hereinafter provided) including without limitation, the roofmaintenance and repair of any store front, landscapingdoors, wallswindow casements, footingsglazing, foundations heating and structural components of the Leased Premises) in the same air conditioning system (or better) condition if any), plumbing, pipes, electrical wiring and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)conduits. Tenant shall do also at its sole cost and expense be responsible for any alterations or cause others improvements to do all shoring the demised premises necessitated as a result of the Leased Premises requirement of any municipal, state or of foundations and walls federal authority. Tenant hereby waives all right to make repairs at the Expense of the Improvements landlord, and every other act necessary or appropriate for preservation and safety thereofif the demised premises are located in the State of California, Tenant hereby waives all rights provided by reason of or in connection with any excavation or other building operation upon any Section 1941 of the Leased PremisesCivil Code of the State of California to make said repairs. By entering into the demised premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Tenant shall be deemed to preclude have accepted the demised premises as being in good and sanitary order, condition and repair, and Tenant from being entitled agrees on the last day of said term or sooner termination of this lease to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after surrender the date Tenant becomes aware that such repairs are necessary, ordemised premises with appurtenances, in the event same condition as when received, reasonable use and wear thereof and damage by fire, act of a Restoration pursuant God or by the elements excepted. Tenant shall periodically sweep and clean the sidewalks adjacent to Paragraph 13(c) or 14(g)the demised premises, within sixty (60) days as needed. Landlord shall, subject to Tenant’s reimbursement as herein provided, maintain in good repair the exterior walls, roof and sidewalks. Tenant agrees that it will not, nor will authorize any person to, go onto the roof of the date insurance proceeds or building of which the demised premises are a condemnation award has been paid to part without the Trustee (it being understood prior written consent of Landlord. Said consent will be given only upon Landlord’s satisfaction that any repairs necessitated as a result of Tenant’s action will be made by Tenant shall take such steps as are reasonably necessary to protect at Tenant’s expense and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall will be made in such a goodmanner so as not to invalidate any guarantee relating to said roof. Landlord shall not be required to make any repairs to the exterior walls, proper roof and workmanlike mannersidewalls unless and until Tenant has notified Landlord in writing of the need for such repairs and Landlord shall have had a reasonable period of time thereafter to commence and complete said repairs. Tenant shall reimburse Landlord for its prorata share of the cost of said repairs and maintenance incurred by Landlord, said prorata share to be determined according to the area of the demised premises as it relates to the total area of the building which contains the demised premises.

Maintenance and Repair. (a) Except for any Alterations that Landlord shall keep in good order and repair the foundation, the structural elements, the exterior walls and roof serving the Premises, plate glass, windows, doors and other exterior openings, window and door frames, molding, closure devices, locks and hardware, lighting, heating, air conditioning, electrical and mechanical installation, equipment and other fixtures servicing the Building (but not exclusively servicing the Premises), landscaping, parking areas, all common areas, exterior portions of the demising walls, and all other portions of the Building not constructed by Tenant is permitted or otherwise the responsibility of other tenants or occupants of the Building. Subject to make pursuant to this LeaseSection 3.5 hereof, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components be responsible for paying Tenant’s Proportionate Share of the Leased Premises) foregoing maintenance and repair costs as Additional Charges pursuant to Section 2.2. Notwithstanding anything to the contrary set forth herein, all costs incurred by Landlord pursuant hereto which relate to alterations, additions, changes, repairs, replacements or other items which, under generally accepted accounting principles, are properly classified as capital expenses, shall be amortized over the useful life of such alterations, additions, changes, repairs, replacements or other items in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tearaccordance with generally accepted accounting principles, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others be responsible, as an Additional Charge in any given year, only for Tenant’s Proportionate Share of such costs attributable to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)said year. Tenant shall, at Tenant’s cost, keep the Premises in all eventsgood order and repair and shall maintain the Premises in a clean, make all repairs for which it is responsible hereunder promptly (but in safe, operable, attractive condition, and shall not permit or allow to remain any event shall commence actions waste or damage to initiate such repairs as quickly as possible after any portion of the date Tenant becomes aware that such repairs are necessaryPremises. Any heating, orair conditioning, electrical and mechanical equipment installed in the event Premises by Tenant shall be maintained and repaired by Tenant at Tenant’s cost. Landlord shall repair or replace, at Tenant’s cost, any damage to the Building caused by Tenant or Tenant’s agents, contractors, or invitees. The cost of a Restoration pursuant any repair or replacement work performed by Landlord under this 7.1(a) in excess of any insurance proceeds payable with respect to Paragraph 13(c) or 14(g), such work shall be paid by Tenant to Landlord within sixty ten (6010) days of the date insurance proceeds or a condemnation award after Landlord has been paid delivered to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manneran invoice therefore.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseAt Tenant’s expense, Tenant shall at all times put, keep and maintain the Leased Premises (includingand appurtenances in good sanitary condition during the term of this Lease and any extension of it. In particular, without limitation, Tenant shall keep the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) fixtures in the same (house or better) on or about the Premises in good order and repair; keep the furnace and HVAC systems clean and in good working order; promptly dispose of all garbage in appropriate receptacles; supply and change heating and air conditioning filters at least once a month; supply and change light bulbs and smoke detector batteries; promptly eliminate any dangerous condition on the Premises caused by Tenant or caused by Tenant’s family, agent, or visitor; take necessary precautions to prevent broken water pipes due to freezing; replace any lost or misplaced keys; pay any periodic, preventative, or additional extermination costs desired by Tenant; promptly notify Landlord of all needed repairs; maintain and order of repair as exists as of use reasonable diligence in maintaining the Commencement Date, except for ordinary wear yard and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen landscape in or unforeseenon the Premises, which may shall include but not be required limited to be made upon watering, mowing, fertilizing, trimming and controlling all lawn pests on all lawns, shrubbery, bushes, flowers, gardens, trees, rock or in connection with other landscaping and foliage on or encroaching on the Leased Premises in order or any easement appurtenant to the Premises; and keep the walls free from dirt and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)debris. Tenant shall do make all required repairs to the Premises and improvements thereon, which shall include but not be limited to the plumbing systems, cooking appliances, cooling system, heating system, sanitary systems, and other electric and gas fixtures whenever damage to them has resulted from Tenant's misuse, waste, or neglect or that of his or her family, agent, or visitor. The Lease shall terminate if maintenance or repair of the Premises involving anticipated costs in excess of $5,000.00 is necessary. All requests for repairs, by the Tenant, must be in writing and delivered to the Landlord or its agent at the Landlord’s address for notices, as set out in this Lease. Tenant may not repair or cause others to be repaired any condition, regardless of the cause, without Landlord’s prior written consent. All decisions regarding repairs, including the completion of any repair, whether to repair or replace the item in need of repair or replacement, and the selection of the repairmen, will be at the Landlord’s sole discretion. Landlord is not obligated to complete a repair on a day other than a business day, unless required to do all shoring so by law. Landlord may require advance payment of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate repairs for preservation and safety thereofwhich Tenant is liable. If Tenant fails to promptly reimburse Landlord for any repair costs that Tenant is obligated to pay, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Tenant shall be deemed to preclude be in default of this Lease. If Tenant is delinquent in rent at the time the repair notices are delivered to Landlord, Landlord is not obligated to make the repairs. If Landlord or Landlord’s repairman is unable to access the Premises after making arrangements with Tenant to complete the repair, Tenant shall pay any trip charges resulting from being entitled Tenant’s failure to insurance proceeds or condemnation awards for Restoration pursuant provide access to Paragraphs 13(c) and 14(g)the Premises. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after agrees that no signs will be placed or painting done on or about the date Premises by Tenant becomes aware that such repairs are necessary, or, in or at Tenant direction without the event prior written consent of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLessee, Tenant shall at all times putits expense, will keep and maintain the Leased Premises Property and all private roadways, sidewalks and curbs appurtenant thereto (includingand Lessee's Personal Property) in good first class order and repair (whether or not the need for such repairs occurs as a result of Lessee's use, without limitationany prior use, the roofelements, landscaping, walls, footings, foundations and structural components the age of the Leased PremisesProperty or any portion thereof) in the same (or better) condition and order of repair as exists as of the Commencement Dateand, except for ordinary wear as otherwise provided in Articles XIV and tearXV, and shall promptly with reasonable promptness, will make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen, which may be required unforeseen or arising by reason of a condition existing prior to be made upon the commencement of the Term of this Lease (concealed or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(aotherwise). Tenant shall do All repairs shall, to the extent reasonably achievable, be at least equivalent in quality to the original work. Lessee will not take or cause others omit to do all shoring take any action the taking or omission of which would be reasonably expected to materially impair the value or the usefulness of the Leased Premises Property or of foundations any part thereof for the Primary Intended Use. Notwithstanding anything contained herein to the contrary, Lessee may make additions, modifications and walls of remodeling to the Improvements Leased Property which are not Capital Additions from time to time which are necessary for the Primary Intended Use and every other act necessary which permit the Lessee to comply fully with its obligations set forth in this Lease, provided that any such action will be undertaken expeditiously, in a workmanlike manner and will not significantly alter the character or appropriate for preservation and safety thereof, by reason of purpose or in connection with any excavation detract from the value or other building operation upon any operating efficiency of the Leased PremisesProperty and will not significantly impair the revenue producing capability of the Leased Property or adversely affect the ability of the Lessee to comply with the provisions of this Lease. Such additions, whether or not Landlord modifications and remodeling shall, without payment by reason Lessor at any time, be included under the terms of this Lease and shall be the property of Lessor. Lessee shall notify the Lessor of any Legal Requirements or Insurance Requirementsand all repairs, be required improvements, additions, modifications and remodeling made to take the Leased Property in excess of Fifty Thousand and 00/100 Dollars ($50,000.00) and obtain consent from Lessor prior to making such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRrepairs, WHETHER FORESEEN OR UNFORESEENimprovements, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYadditions, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDmodifications and remodeling; provided, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing however, that if in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shallreasonable judgment of Lessee emergency repairs are needed, in all events, Lessee may make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware and shall notify Lessor that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has have been paid to the Trustee (it being understood that Tenant shall take such steps made as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannersoon as practicable.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner. Tenant hereby waives and releases its right to make repairs at Landlord's expense under Sections 1941 and 1942 of the California Civil Code, or under any similar law, statute, or ordinance now or hereafter in effect.

Maintenance and Repair. (a) Except Unless caused by Lessee's negligence or willful misconduct or that of its employees or agents, Lessee shall not be required to bear the cost of any Capital Improvements, including (without limitation) Capital Improvements required by the Franchisor under the Franchise Agreement. Lessor shall be responsible for any Alterations that Tenant is permitted all Capital Expenditures, subject to (i) Lessor's right to approve all Capital Expenditures, in connection with Lessor's approval or deemed approval of the Capital Budget pursuant to Section 3.7 and (ii) Lessor's right in its sole discretion to refuse to make pursuant any Capital Expenditure required by the Franchisor; provided that, if such refusal results in a default under or termination of the Franchise Agreement, Lessor shall be responsible for all damages, termination payments payable by Lessee under the terms of the Franchise Agreement, application fees for a new franchise license approved by Lessor, increased royalty fees and other costs arising out of such refusal or out of the resulting need to this Leaseapply for and enter into a substitute franchise license agreement. Except as set forth in the preceding sentence, Tenant nothing herein shall at all times put, keep and maintain be construed to require Lessor to build or rebuild any improvement on the Leased Premises (includingProperty, without limitationor to fund any repairs, the roofreplacements, landscapingalterations, walls, footings, foundations and structural components restorations or renewals of any nature or description to the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and natureProperty, whether ordinary or extraordinary, foreseen or unforeseen, which may be required or to be made upon or make any expenditure whatsoever with respect thereto, in connection with the Leased Premises in order this Lease, or to keep and maintain the Leased Premises Property in any way. Lessee hereby waives, to the order and condition required extent permitted by this Paragraph 11(a). Tenant shall do or cause others law, the right to do all shoring make repairs at the expense of Lessor pursuant to any law in effect at the time of the Leased Premises execution of this Lease or hereafter enacted. Lessor shall have the right to give, record and post, as appropriate, notices of foundations and walls of the Improvements and every other act necessary nonresponsibility under any mechanic's lien laws now or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerhereafter existing.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseSubtenant shall, Tenant shall at all times putSubtenant’s sole expense, keep the Sublease Premises and maintain the Leased Premises (includingevery part thereof in good condition, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, condemnation and shall promptly make all repairs insured casualty excepted, except for any obligations of Sublandlord under the Master Lease that are specifically set forth and replacements assumed by Sublandlord in this Sublease (including any obligations relating to the Sublease Premises prior to the Commencement Date herein) and any obligations of every kind and natureMaster Landlord under the Master Lease. If (x) Sublandlord reasonably determines that any maintenance and/or repair of the Sublease Premises is required under the terms of the Master Lease, whether foreseen or unforeseenand, which subject to such shorter time as may be required to be made upon or in connection with under the Leased Premises in order to keep Master Lease and maintain the Leased Premises in the order any maintenance and condition required repair rights of Master Landlord thereunder, such maintenance and/or repair item has not been completed by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant Subtenant within ten (10) business days after notice from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware Sublandlord that such repairs are necessary, item is required (or, in the event if such maintenance or repair is not reasonably capable of a Restoration pursuant to Paragraph 13(cbeing completed within such ten (10) or 14(g)business day-period, commenced within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect time period and preserve the integrity and safety of the Leased Premises pending such payment) and shall thereafter diligently pursue such repairs prosecuted to completion), or (y) any maintenance and/or repair to the Building is required by reason of the negligent act or omission or willful misconduct of Subtenant or its agents, employees, contractors, invitees, or licensees, and all Sublandlord or Master Landlord performs the required maintenance or repair work, Subtenant shall pay to Sublandlord or Master Landlord (as applicable) the reasonable cost of such maintenance and repairs. Subtenant hereby waives and releases any right to make repairs shall be made at Sublandlord’s expense under any applicable law now or hereafter in a goodeffect, proper except to the extent expressly set forth in Section 17 of this Sublease and workmanlike mannerSection 48 of the Master Lease.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times times, including any Requisition period, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) and the Equipment in the same (or better) condition and order of repair as exists as of the Commencement Datedate of this Lease, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c13 (c) and 14(g)14 (g) of this Lease. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner. Subject to Section 18 hereof, in the event that any Improvement shall violate any Legal Requirements or Insurance Requirements and as a result of such violation enforcement action is threatened or commenced against Tenant or with respect to the Leased Premises, then Tenant, at the request of Landlord, shall either (i) obtain valid and effective waivers or settlements of all claims, liabilities and damages resulting from each such violation, whether the same shall affect Landlord, Tenant or both, or (ii) take such action as shall be necessary to remove such violation, including, if necessary, any Alteration. Any such repair or Alteration shall be made in conformity with the provisions of Paragraph 12. If Tenant shall be in default under any of the provisions of this Xxxxxxxxx 00, Xxxxxxxx may after thirty (30) business days written notice given to Tenant and failure of Tenant to cure during said period, but without notice in the event of an emergency, do whatever is necessary to cure such default as may be appropriate under the circumstances for the account of and at the expense of Tenant. In the event of an emergency Landlord shall notify Tenant of the situation by phone or other available communication. All reasonable sums so paid by Landlord and all reasonable costs and expenses (including, without limitation, attorneys' fees and expenses) so incurred, together with interest thereon at the Default Rate from the date of payment or incurring the expense, shall constitute Additional Rent payable by Tenant under this Lease and shall be paid by Tenant to Landlord on demand. Tenant shall from time to time replace with Replacement Equipment any of the Equipment which shall have become worn out or unusable for the purpose for which it is intended, been taken by a Condemnation as provided in Paragraph 13, or been lost, stolen, damaged or destroyed as provided in Paragraph 14. Tenant shall repair at its sole cost and expense all damage to the Leased Premises caused by the removal of Equipment or Replaced Equipment or other personal property of Tenant or the installation of Replacement Equipment. All Replacement Equipment (except for Trade Fixtures) shall become the property of Landlord, shall be free and clear of all liens and rights of others and shall become a part of the Equipment as if originally demised herein.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Leasewill, Tenant shall at all times putTenant's sole expense, keep and maintain the Leased Premises (includingleased premises and appurtenances in good and sanitary condition and repair during the term of this lease and any renewal thereof. In particular, without limitationTenant shall keep the fixtures in the house or on or about the leased premises in good order and repair; keep the furnace clean; keep the walks free from dirt, snow and debris; deposit all garbage and waste in a clean and sanitary manner into the roof, landscaping, walls, footings, foundations proper receptacles and structural components shall cooperate in keeping the garbage area neat and clean; dispose of items of such size and nature as are not normally acceptable by the garbage hauler; keep the kitchen and bathroom drains free of things that may tend to cause clogging of the Leased Premises) in drains and shall pay for the same (cleaning out of any plumbing fixture that may need to be cleared of stoppage and for the expense or better) condition damage caused by stopping of waste pipes or overflow from bathtubs, wash basins, or sinks; and, at Tenant's sole expense, shall make all required repairs to the plumbing, range, heating, apparatus, and order electric and gas fixtures whenever damage thereto shall have resulted from Tenant's misuse, waste, or neglect or that of his employee, family, agent, or visitor. Major maintenance and repair as exists as of the Commencement Dateleased premises, except for ordinary wear not due to Tenant's misuse, waste, or neglect or that of Tenant's employee, family, agent, or visitor, shall be the responsibility of the Landlord or Landlord's assigns. Tenant agrees that no signs shall be placed or painting done on or about the leased premises by the Tenant or at Tenant's direction without the prior written consent of the Landlord. Tenant agrees to keep sidewalks and teardriveways free of ice, snow, and shall promptly make all repairs debris, and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection safe condition in accordance with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)city ordinance. Tenant shall do not litter. All cigarette butts must be placed in a proper container and properly disposed of while smoking outside. Smoking is NOT allowed inside any premises. All service or cause others to do all shoring repairs, which fall within the responsibility of the Leased Premises Landlord, shall be requested by phone, in writing, or via email or the internet. Tenant shall not make repairs or hire contractors to make repairs without the Landlords written consent. Landlord shall respond to the emergency maintenance request as soon as practical. For the purposes of foundations this Rental Agreement, emergency maintenance is fire, flood, and walls uncontrollable water, backed up sewer, electrical problem endangering life, or smell of gas. Tenant is directed to call 911 for emergencies causing immediate danger such as fire or smell of gas. Tenant agrees to attempt to remedy all of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required below maintenance issues prior to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.notifying Landlord:

Maintenance and Repair. Tenant, at its sole cost and expense, shall maintain and keep the Premises, including all plate glass, interior windows, doors, existing tenant improvements, all Alterations (aas defined in Section 3.5) Except for any Alterations that Tenant is permitted to make pursuant to this Leasethe Premises, Tenant shall at all times put, keep fixtures and maintain all Building systems located within the Leased Premises (including, without limitation, electrical panels, HVAC units and equipment and plumbing equipment) neat and clean and in good order and repair at all times during the roof, landscaping, walls, footings, foundations and structural components Term. If any portion of the Leased Premises) Premises or any system or equipment in the same (or better) condition and order of Premises which Tenant is obligated to repair as exists as cannot be fully repaired, Tenant will promptly replace such portion of the Commencement DatePremises, system or equipment. If Tenant fails to perform any of its obligations under this Section 3.4 within ten (10) days’ after receipt of written notice from Landlord requiring such performance by Tenant, then Landlord may perform such obligations and Tenant will pay as additional Rent to Landlord the cost of such performance, including an amount sufficient to reimburse Landlord for overhead and supervision, within thirty (30) days after receipt of Landlord’s written demand therefor. For purposes of performing such obligations, or to inspect the Premises, Landlord may enter the Premises upon reasonable prior notice to Tenant (except in cases of actual or suspected emergency, in which case no prior notice will be required) without liability to Tenant for ordinary wear and tearany loss or damage incurred as a result of such entry (except if directly due to or as a result of the gross negligence or willful misconduct of Landlord, and provided, however, Landlord shall promptly make all repairs and replacements of every kind and nature, whether foreseen have no liability for any special or unforeseen, which may be required to be made upon consequential damages suffered either by Tenant or any party claiming through Tenant); Landlord will take reasonable steps in connection with the Leased Premises in order such entry to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do minimize any disruption to Tenant’s business or cause others to do all shoring its use of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) (i) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times times, including any Requisition period, at its sole cost and expense, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and foundations, structural components of and other Improvements on the Leased Premises) and, subject to Paragraph 11(a)(iii) below, the Equipment in the same (or better) condition and order of repair as exists as of the Commencement DateDate of this Lease, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRExcept as specifically set forth in this Lease, WHETHER FORESEEN OR UNFORESEENLandlord shall not be required to make any repair, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYwhether foreseen or unforeseen, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDor to maintain the Leased Premises or Adjoining Property in any way, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing and Tenant hereby expressly waives the right to make repairs at the expense of the Landlord, which right may be provided for in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds any Law now or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)hereafter in effect. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseAt Tenant’s expense, Tenant shall at all times put, keep and maintain the Leased Premises (includingand appurtenances in good sanitary condition during the term of this Lease and any extension of it. In particular, without limitation, Tenant shall keep the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) fixtures in the same (house or better) on or about the Premises in good order and repair; keep the furnace and HVAC systems clean and in good working order; promptly dispose of all garbage in appropriate receptacles; supply and change heating and air conditioning filters at least once a month; supply and change light bulbs and smoke detector batteries; promptly eliminate any dangerous condition on the Premises caused by Tenant or caused by Tenant’s family, agent, or visitor; take necessary precautions to prevent broken water pipes due to freezing; replace any lost or misplaced keys; pay any periodic, preventative, or additional extermination costs desired by Tenant; promptly notify Landlord of all needed repairs; maintain and order of repair as exists as of use reasonable diligence in maintaining the Commencement Date, except for ordinary wear yard and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen landscape in or unforeseenon the Premises, which may shall include but not be required limited to be made upon watering, mowing, fertilizing, trimming and controlling all lawn pests on all lawns, shrubbery, bushes, flowers, gardens, trees, rock or in connection with other landscaping and foliage on or encroaching on the Leased Premises in order or any easement appurtenant to the Premises; and keep the walls free from dirt and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)debris. Tenant shall do make all required repairs to the Premises and improvements thereon, which shall include but not be limited to the plumbing systems, cooking appliances, cooling system, heating system, sanitary systems, and other electric and gas fixtures whenever damage to them has resulted from Tenant's misuse, waste, or neglect or that of his or her family, agent, or visitor. Major maintenance and repair of the Premises involving anticipated or actual costs in excess of $5,000.00 per incident that is not due to Tenant's misuse, waste, or neglect or that of his or her family, agent, or visitor and all repairs necessary to alleviate a condition that materially affects the physical health and safety of an ordinary tenant will be the responsibility of Landlord or Landlord's assigns. All requests for repairs, by the Tenant, must be in writing and delivered to the Landlord or its agent at the Landlord’s address for notices, as set out in this Lease. Tenant may not repair or cause others to be repaired any condition, regardless of the cause, without Landlord’s prior written consent. All decisions regarding repairs, including the completion of any repair, whether to repair or replace the item in need of repair or replacement, and the selection of the repairmen, will be at the Landlord’s sole discretion. Landlord is not obligated to complete a repair on a day other than a business day, unless required to do all shoring so by law. Landlord may require advance payment of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate repairs for preservation and safety thereofwhich Tenant is liable. If Tenant fails to promptly reimburse Landlord for any repair costs that Tenant is obligated to pay, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Tenant shall be deemed to preclude be in default of this Lease. If Tenant is delinquent in rent at the time the repair notices are delivered to Landlord, Landlord is not obligated to make the repairs. If Landlord or Landlord’s repairman is unable to access the Premises after making arrangements with Tenant to complete the repair, Tenant shall pay any trip charges resulting from being entitled Tenant’s failure to insurance proceeds or condemnation awards for Restoration pursuant provide access to Paragraphs 13(c) and 14(g)the Premises. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after agrees that no signs will be placed or painting done on or about the date Premises by Tenant becomes aware that such repairs are necessary, or, in or at Tenant direction without the event prior written consent of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted shall, subject to make pursuant to this LeaseLandlord's obligations hereinafter provided, Tenant shall at all times putduring the term hereof, and at Tenant's sole cost and expense, keep maintain and maintain repair the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations demised premises in good and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the sanitary order and condition required by this Paragraph 11(a(except as hereinafter provided). Tenant shall do or cause others hereby waives all rights to do all shoring make repairs at the expense of Landlord, provided that Landlord is in substantial compliance with his obligations to repair under the Leased Premises or provisions of foundations and walls of this lease. By entering into the Improvements and every other act necessary or appropriate for preservation and safety thereofdemised premises, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Tenant shall be deemed to preclude have accepted the demised premises as being in good and sanitary order, condition and repair and Tenant from being entitled agrees on the last day of said term or sooner termination of this lease, to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after surrender the date Tenant becomes aware that such repairs are necessary, ordemised premises with appurtenances, in the event same condition as when received, reasonable use and wear thereof and damage by fire, act of a Restoration pursuant God or by the elements excepted. Landlord shall maintain in good repair the exterior walls, roof, sidewalks, and common areas. Tenant is responsible for all other item including but not limited to Paragraph 13(c) or 14(gthe heating and air conditioning system, electrical system, plumbing (including pluggage and stoppage of sanitary sewer system), within sixty (60) days glass, light bulbs, fluorescent tubes, and supplemental fixtures. The provisions of this article are in no way intended to affect Tenant's responsibility for Common Area maintenance expense as specified by Articles 8 and 9 above. Tenant agrees that it will not, nor will it authorize any person to go onto the roof of the date insurance proceeds or building of which the demised premises are a condemnation award part, without the prior written consent of Landlord. Landlord shall not be required to make any repairs unless and until Tenant has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety notified Landlord in writing of the Leased Premises pending such payment) and shall diligently pursue need for such repairs and Landlord shall have a reasonable period of time thereafter to completion), commence and all repairs shall be made in a good, proper and workmanlike mannercomplete said repairs.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times from and after the Closing Date, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in substantially the same (or better) condition and order of repair as exists as of the Commencement DateClosing Date (or, with respect to Alterations or an Expansion, as exists on the date such Alteration or Expansion is completed), except for ordinary wear and teartear and subject to removal of Obsolete Equipment, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (promptly, but in any event shall commence actions to initiate such repairs within thirty (30) days, subject to delays as quickly as possible after a result of force majeure and receipt of any long lead time items, of the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty thirty (6030) days (subject to delays as a result of force majeure and receipt of any long lead time items) of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times puttimes, keep and at Tenant's expense, maintain the Leased Premises (includingin a clean, without limitationorderly, tenantable and sanitary condition, including Building areas of common usage. Tenant shall return the roof, landscaping, walls, footings, foundations and structural components Premises at the end of the Leased Premises) Term in the same (or better) condition good order and order of repair as exists as of the Commencement Date, except for ordinary wear and tearrepair, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order obligated to keep repaired and maintained during the Term (i) any glass windows, doors and door hardware, (ii) interior walls, floor coverings, columns and partitions, (iii) fixtures, (iv) heating, ventilating and air conditioning appliances, (v) plumbing, electrical and sewage facilities, and (vi) any and all other appurtenances of the Premises. In the event Tenant fails to maintain the Leased Premises as provided for herein Landlord shall have the right , but not the obligation, to perform such maintenance as is required of Tenant in the order and condition required by this Paragraph 11(a). which event Tenant shall do reimburse Landlord for its costs in providing such maintenance or cause others repairs together with a ten (10%) percent charge for Landlord's overhead and Tenant shall promptly reimburse Landlord for the amount so billed to do all shoring Tenant by Landlord. At the end of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate Term, Tenant shall pay Landlord for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon damages to any of the Leased Premisesforegoing, whether or not such damages were caused by the act or neglect of Tenant or any person invited or employed by, or under the control of Tenant. Landlord shallshall not be responsible to make any improvements or repairs to the Premises, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence and Landlord's sole obligation shall be deemed to preclude keep the Building's roof, walls and foundation structurally sound, except that Landlord shall not be responsible to make any such repairs made necessary by any act or neglect of Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)any person invited or employed by, or under the contract of Tenant. Tenant shall, in all events, make all repairs will obtain at its own expense a preventative maintenance contract on its air conditioning system for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days term of the date insurance proceeds or Lease, and shall provide a condemnation award has been paid copy of the maintenance agreement to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord.

Maintenance and Repair. (a) Except for At any Alterations that Tenant time when any Hotel Management Agreement is permitted to make pursuant to this Leasein effect, Tenant shall RIDA shall, at its sole cost and expense, and at all times putduring the Term, comply with the maintenance and repair standards for the Facility set forth in such Hotel Management Agreement. RIDA, at its sole cost and expense, shall also maintain, repair, replace and rebuild the Facility as necessary to keep the Improvements (other than the Existing Improvements) in First-Class Condition except for reasonable wear and maintain tear. Without limitation of the Leased Premises foregoing, RIDA shall perform all maintenance and make all repairs and replacements, ordinary as well as extraordinary, foreseen or unforeseen, structural or otherwise, which may be necessary or required so that at all times the Facility (includingtogether will all equipment, trade fixtures, mechanical and utility systems, paving, landscaping, installations and appurtenances) shall be in compliance with the Hotel Management Agreement, and in First-Class Condition. RIDA acknowledges and agrees that, during the Term, in order to adhere to these maintenance and repair standards, certain repairs and replacements which are accounted for as capital expenditures shall be required and are bargained for by the Port in consideration of the Site Lease, by JEPA in consideration of the Facility Lease, and by City as consideration for this Sublease, and that regular capital reinvestment in the Facility should therefore be anticipated by RIDA and that capital reinvestment for such purposes does not qualify RIDA for any concessions, subsidies, or other modifications of the Sublease during the Term. Further, RIDA shall provide containers for the collection of trash and garbage outside the Convention Center, which may require the City’s approval, and keep the Facility in a clean, safe, healthy and sanitary condition, free and clear of rubbish, litter, and any fire hazards. RIDA’s maintenance shall include, without limitation, all preventive maintenance, painting and replacements necessary to maintain and preserve the roofFacility, landscaping, walls, footings, foundations and structural components of compliance with the Leased Premises) BMPs. Except in the same (event where RIDA may need to undertake work to protect life, public health and safety, and property, or better) condition to maintain public services and order of repair as exists as of private services, which constitutes an “emergency development” in the Commencement Date, except for ordinary wear and tearPort’s CDP Regulations, and shall promptly make all repairs be processed by the Port in accordance with the “Emergency Developments” section of said CDP Regulations, prior to RIDA performing any non-routine repair or replacement (which shall mean any repair or replacement that does not occur with an expected or known frequency in the normal course of business) to the exterior, the structure or building systems or which will substantially interfere with the typical operation of the Improvements, or affect the portions of the Improvements that are generally accessible to the public (if any), RIDA shall submit to the City plans and replacements of every kind specifications with respect to such repair or replacement, as applicable, and naturereceive the City’s written approval thereof, whether foreseen pursuant to the procedures set forth in this Section 6.6 and Section 6.10, as if such repair or unforeseenreplacement, which may as applicable, were an Alteration; provided, however, that RIDA shall not be required to do so if RIDA would not be made upon required to obtain the City’s approval if such repair or replacement, as applicable, were an Alteration. If the City’s approval is required pursuant to this Sublease for any plans or specifications with respect to any repair or replacement, then the City shall not unreasonably reject such plans or specifications with respect to any such repair or replacement, as applicable, that, if not performed by RIDA, would result in connection an Event of Default. If RIDA is legally required to obtain the BPC’s approval for any plans or specifications with respect to any repair or replacement, then RIDA shall cooperate in good faith with the Leased Premises City to prepare such plans or specifications to be presented to the BPC. If the City withholds its consent in order violation of this Section 6.6(a) or if the BPC withholds its consent and, in each case, the City or the BPC, as applicable, does not give RIDA the opportunity to keep and maintain revise the Leased Premises plans or specifications for reconsideration by the City or the BPC, as applicable, then RIDA may challenge such decision of the City or the BPC, as applicable, through Judicial Reference in the order and condition required by this Paragraph 11(aaccordance with Section 6.6(e). Tenant RIDA’s obligation to repair or replace shall do or cause others be suspended during the pendency of any Judicial Reference pursuant to do this Section 6.6. By entering into this Sublease, RIDA expressly waives all shoring rights to make repairs at the expense of any of the Leased Premises or Public Entities, as provided in Section 1942 of foundations the California Civil Code, and walls all rights provided by Section 1941 of the California Civil Code. All amounts expended by RIDA for maintenance and repair of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required pursuant to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence this Section 6.6 shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards treated as supplemental Rent for Restoration pursuant to Paragraphs 13(c) and 14(g)all purposes of this Sublease. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in In the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days conflict between the terms of the date insurance proceeds or a condemnation award has been paid Hotel Management Agreement and the terms of this Section 6.6(a) with respect to RIDA’s obligations hereunder, the Trustee (it being understood that Tenant terms of this Section 6.6(a) shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannercontrol.

Maintenance and Repair. (a) Except for any Alterations Lessee acknowledges that Tenant is permitted to make pursuant to this Leaseit has received the Leased Premises in good condition, Tenant shall repair and appearance. Lessee agrees that, at all times putits expense, it will keep and maintain the Leased Premises (includingand any Lessee's Improvements, without limitationincluding any altered, the roofrebuilt, landscapingadditional or substituted buildings, wallsstructures and other improvements thereto, footingsin good condition, foundations repair and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Dateappearance, except for ordinary wear and tear, and shall it will promptly make all structural and nonstructural, foreseen and unforeseen, and ordinary and extraordinary changes and repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises and any Lessee's Improvements in such good condition, repair and appearance and it will keep the order Leased Premises and condition any Lessee's Improvements orderly and free and clear of rubbish. Lessor shall not be required by this Paragraph 11(a). Tenant shall do to maintain, repair or cause others rebuild, or to do all shoring make any alterations, replacements or renewals of any nature to the Leased Premises, or any part thereof, whether ordinary or extraordinary, structural or nonstructural, foreseen or unforeseen, or to maintain the Leased Premises or any part thereof in any way. Lessee hereby expressly waives the right to make repairs at the expense of foundations and walls Lessor which may be provided for in any law in effect at the time of the Improvements and every other act necessary commencement of the Term of this Lease or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of which may thereafter be enacted. If Lessee shall abandon the Leased Premises, whether or not Landlord shall, by reason of it shall give Lessor and any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerPermitted Mortgagee immediate notice thereof.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Leaseshall, Tenant shall at all times putits sole cost and expense, keep and maintain the Leased Premises (Premises, including, without limitationbut not limited to heating, ventilating and air conditioning equipment, in a good and serviceable state of repair and condition, excluding necessary repairs to the roof, landscapingstructural walls and foundation of any improvements (“Structural Repairs”), walls, footings, foundations and structural components reasonable evidence of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except which has been provided to Landlord. Landlord will be responsible for ordinary wear and tear, and shall promptly necessary Structural Repairs. Landlord will not be responsible to make all repairs and replacements of every kind and nature, whether any other foreseen or unforeseen, or ordinary or extraordinary changes or repairs which may be required to be made upon keep the Premises in good (or any other) repair and condition; or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection compliance with any excavation or other building operation upon any of the Leased Premisesapplicable laws except as may otherwise be expressly provided herein. Except as expressly provided herein, whether or Landlord shall not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take maintain, repair or rebuild the improvements on the Premises or maintain the Premises. If Landlord does not perform the repairs, maintenance and replacements required pursuant to this Lease within thirty (30) days after receipt of written notice from Tenant; provided, however, that if any such action or repairs cannot be liable for failure reasonably performed with said thirty (30) day period by the exercise of due diligence by Landlord, then the same shall not give rise to Tenant’s right to perform such repairs hereunder if within said thirty (30) day period Landlord commences the performance of such repairs and diligently prosecutes the same to completion, then Tenant shall have the right, but not the duty, to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRsaid repairs, WHETHER FORESEEN OR UNFORESEENmaintenance and replacements on behalf of Landlord and Tenant may offset the cost thereof, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYplus ten (10%) percent for overhead, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in against the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerRent.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLessee, Tenant shall at all times putits expense, will keep and maintain the Leased Premises Property and all private roadways, sidewalks and curbs appurtenant thereto (includingand Lessee's Personal Property) in good first class order and repair (whether or not the need for such repairs occurs as a result of Lessee's use, without limitationany prior use, the roofelements, landscaping, walls, footings, foundations and structural components the age of the Leased PremisesProperty or any portion thereof) in the same (or better) condition and order of repair as exists as of the Commencement Dateand, except for ordinary wear as otherwise provided in Articles XIV and tearXV, and shall promptly with reasonable promptness, will make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseenunforeseen or arising by reason of a condition existing prior to the commencement of the Term of this Lease (concealed or otherwise), including, without limitation, all required seismic repairs, replacements and upgrades. All repairs shall, to the extent reasonably achievable, be at least equivalent in quality to the original work. Lessee will not take or omit to take any action the taking or omission of which may be required to be made upon might materially impair the value or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring usefulness of the Leased Premises Property or of foundations any part thereof for the Primary Intended Use. Notwithstanding anything contained herein to the contrary, Lessee shall make additions, modifications and walls of remodeling to the Improvements Leased Property which are not Capital Additions from time to time which are necessary for the Primary Intended Use and every other act necessary which permit the Lessee to comply fully with its obligations set forth in this Lease, provided that any such action will be undertaken expeditiously, in a workmanlike manner and will not significantly alter the character or appropriate for preservation and safety thereof, by reason of purpose or in connection with any excavation detract from the value or other building operation upon any operating efficiency of the Leased Premises, whether or Property and will not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in significantly impair the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety revenue producing capability of the Leased Premises pending such paymentProperty or adversely affect the ability of the Lessee to comply with the provisions of this Lease. Such additions, modifications and remodeling shall, without payment by Lessor at any time, be included under the terms of this Lease and shall be the property of Lessor. Lessee shall notify the Lessor of any and all repairs, improvements, additions, modifications and remodeling made to the Leased Property in excess of Twenty-Five Thousand and 00/100 Dollars ($25,000.00) and shall diligently pursue obtain consent from Lessor prior to making such repairs to completion)repairs, improvements, additions, modifications and all repairs shall be made in a good, proper and workmanlike mannerremodeling.

Maintenance and Repair. ‌ Tenant’s maintenance and repair obligations with respect to the Parking Improvements (aif any), Surface Parking Improvements, and Premises Surface Parking shall be as set forth in Section 4.3 and Exhibit “R”, Exhibit “R-3” or Exhibit “R-4”, as applicable, and not this Article 15. At any time when any Hotel Management Agreement is in effect, Tenant shall, at its sole cost and expense, and at all times during the Term, comply with the maintenance and repair standards for the Premises and the Initial Improvements set forth in such Hotel Management Agreement. Tenant, at its sole cost and expense, shall also maintain, repair, replace and rebuild the Premises and Initial Improvements as necessary to keep the Initial Improvements in first-class condition and repair except for reasonable wear and tear. Without limitation of the foregoing, Tenant shall perform all maintenance and make all repairs and replacements, ordinary as well as extraordinary, foreseen or unforeseen, structural or otherwise, which may be necessary or required so that at all times the Premises and the Initial Improvements (together will all equipment, trade fixtures, mechanical and utility systems, paving, landscaping, installations and appurtenances) Except shall be in compliance with the Hotel Management Agreement, and in first-class condition and repair, except for reasonable wear and tear. Tenant acknowledges and agrees that, during the Term, in order to adhere to these maintenance and repair standards, certain repairs and replacements which are accounted for as capital expenditures shall be required and are bargained for by Landlord as consideration for this Lease, and that regular capital reinvestment in the Premises and the Initial Improvements should therefore be anticipated by Tenant and that capital reinvestment for such purposes does not qualify Tenant for any Alterations concessions, subsidies, or other modifications of the Lease during the Term. Tenant also acknowledges that capital expenditures related to maintenance and repair so as to keep or return the Initial Improvements to first-class condition and repair are not to be equated with capital expenditures for a major refurbishment or renovation representing an upgrade to the appearance and/or operation of the Initial Improvements which extends its useful life and repositions the Initial Improvements in a manner likely to generate more Revenue. Further, Tenant is permitted shall provide containers for the collection of trash and garbage outside the Initial Improvements, which may require Landlord's approval, and keep the Premises and the Initial Improvements in a clean, safe, healthy and sanitary condition, free and clear of rubbish, litter, and any fire hazards. Tenant's maintenance shall include, without limitation, all preventive maintenance, painting and replacements necessary to make maintain and preserve the Premises and Initial Improvements, and compliance with the Best Management Practices (“BMPs”) set forth in the Jurisdictional Runoff Management Program incorporated by reference in Article 10 of the San Diego Unified Port District Code. Prior to Tenant performing any non-routine repair or replacement (which shall mean any repair or replacement that does not occur with an expected or known frequency in the normal course of business) to the exterior, the structure or building systems or which will substantially interfere with the typical operation of the Initial Improvements, or affect the portions of the Initial Improvements that are generally accessible to the public, such as the lobby area of the Resort Hotel, Tenant shall submit to Landlord plans and specifications with respect to such repair or replacement, as applicable, and receive Landlord's written approval thereof, pursuant to the procedures set forth in Article 6, as if such repair or replacement, as applicable, were Alterations. If such approval is administrative, Landlord shall not unreasonably reject any plans or specifications with respect to any repair or replacement, as applicable, that, if not performed by Tenant, would result in an Event of Default. If such approval is not administrative, Tenant shall cooperate in good faith with Landlord to prepare plans or specifications with respect to any repair or replacement to be presented to the BPC. If the BPC withholds its consent and does not give Tenant the opportunity to revise the plans or specifications for reconsideration by the BPC, then Tenant may challenge such decision of the BPC through Judicial Reference in accordance with Section 10.4.3(c). Tenant’s obligation to repair or replace shall be suspended during the pendency of any Judicial Reference pursuant to this Section 15.1. By entering into this Lease, Tenant shall expressly waives all rights to make repairs at all times putthe expense of Landlord, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components as provided in Section 1942 of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)California Civil Code, and all repairs shall be made in a good, proper and workmanlike mannerrights provided by Section 1941 of the California Civil Code.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (includingand the Adjoining Property in good repair and appearance and, without limitation, in the roof, landscaping, walls, footings, foundations and structural components case of the Leased Premises) Equipment, in the same (or better) condition and order of repair as exists as of the Commencement Dategood mechanical condition, except for ordinary wear and tear, and shall promptly make all repairs Alterations (substantially equivalent in quality and replacements workmanship to the original work) of every kind and nature, whether foreseen or unforeseen, structural or non-structural, which may be required to be made upon or in connection with any of the Leased Premises in order to keep and maintain the Leased Premises Land and Improvements in as good repair and appearance as they were on the date hereof, and the Equipment in as good mechanical condition as it was on the later of the date hereof or the date of its installation except for ordinary wear and tear; provided, however, that Tenant's maintenance and repair obligations in the order and condition required event of a casualty loss or taking shall be governed by this Paragraph 11(a)Paragraphs 13 through 15 below. Tenant shall do or cause others to do all shoring of the Leased Premises or Adjoining Property or of foundations and walls of the Improvements and every other act necessary or appropriate for the preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased PremisesPremises or Adjoining Property, whether or not Landlord shall, by reason of any Legal Requirements or Insurance RequirementsRequirement, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRLandlord shall not be required to make any Alteration, WHETHER FORESEEN OR UNFORESEENwhether foreseen or unforeseen, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed or to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in maintain any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)or Adjoining Property in any way, and all repairs Tenant hereby expressly waives any right which may be provided for in any Law now or hereafter in effect to make Alterations at the expense of Landlord. Any Alteration made by Tenant pursuant to this subparagraph (a) or pursuant to subparagraph (b) of this Paragraph 11 shall be made in a good, proper and workmanlike mannerconformity with the provisions of Paragraph 12.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, and the roof, landscaping, walls, footings, foundations Adjoining Property in as good repair and structural components appearance as they are in on the date hereof and after completion of any deferred maintenance items required by Initial Lender and fit to be used for their intended use in accordance with the better of the Leased Premises) practices generally recognized as then acceptable by other companies in its industry or the then current standards for similarly situated office buildings prudently managed, and, in the same (or better) condition and order of repair as exists as case of the Commencement DateEquipment, in as good mechanical condition as it was on the later of the date hereof or the date of its installation, except for ordinary wear and tear, . Tenant shall take every other action necessary or appropriate for the preservation and safety of the Leased Premises. Tenant shall promptly make all repairs and replacements Alterations of every kind and nature, whether foreseen or unforeseen, which may be required to comply with the foregoing requirements of this Paragraph 12(a) whether disclosed by Landlord or Tenant or as a consequence of any inspection by Lender promptly after the need for such Alterations becomes known to Landlord or Tenant. Any Alterations required to be made upon as a result of any inspection by Lender shall be commenced within thirty (30) days from receipt of notice from Landlord or in connection with the Leased Premises in order Lender and thereafter diligently pursued to keep and completion. Landlord shall not be required to make any Alteration, whether foreseen or unforeseen, or to maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring any of the Leased Premises or Adjoining Property in any way, and Tenant hereby expressly waives any right which may be provided for in any Law now or hereafter in effect to make Alterations at the expense of foundations and walls of the Improvements and every other act necessary Landlord or appropriate for preservation and safety thereof, to require Landlord to make Alterations. Any Alteration made by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to this Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs 12 shall be made in a good, proper conformity with the provisions of Paragraph 13 and workmanlike mannerthe requirements of any Lender.

Maintenance and Repair. (a) Except for any Alterations The Tenants hereby acknowledge that they have been informed that the Landlord and/or his agents are not always available to provide support services to Tenants. Tenant is permitted agrees to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components perform minor repairs such as repairing leaking faucets and changing of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)air conditioning filters. Tenant shall do or cause others be responsible for failure to do all shoring of the Leased Premises or of foundations make such repairs and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or shall be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant damage resulting from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)such failure. Tenant shall, in shall pay the first $50.00 of all events, make all repairs; but Tenant shall not be responsible for more than $400.00 of repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after during the date Tenant becomes aware that initial term of the lease unless such repairs are necessarydue to Tenant's negligence or misconduct. If a problem comes up that should cost more than $50.00 to repair, orthen the Tenants must notify the Landlord as soon as possible, between 9:00 a.m. and 5:00 p.m. from Monday through Friday. After normal business hours, Tenants may leave a message and someone will get back to them as soon as possible. Under no circumstances will Landlord be responsible for any improvements or repairs costing more than $50.00 unless the Tenants were given written authorization to make repairs or improvements in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all advance. Major repairs shall be made reported promptly by Tenant to Landlord in writing and shall be performed by Landlord within a goodreasonable time and during normal business hours. Tenant shall notify Landlord immediately of any emergency repairs. If, proper in Landlord's judgment, there is substantial damage to the Premises, Landlord may terminate this lease by giving written notice to Tenant; the rent shall be prorated, and workmanlike mannerthe balance (less lawful deductions) refunded to Tenant. Tenant shall pay Landlord for any property damage and/or cost of repairs to the Premises caused by the negligence or improper use by Tenant, Tenant's guests or other occupants. The cost of such may be deducted from the security deposit. Tenant shall maintain the yard by watering, weeding, fertilizing, mowing the grass and trimming the shrubs so as to maintain a good appearance. Tenant will be responsible for the lawn, plants, trees and shrubs that die during occupancy, and will replace them at tenant's own expense. Landlord may designate where trash receptacles will be stored on the Premises and where they are to be placed for pick up. Both parties acknowledge that the rent would be higher if the foregoing responsibilities were allocated differently. This assumption of responsibility by Tenant is entered into knowingly, voluntarily, and for consideration and is an express waiver of any statutory or common law obligation of Landlord.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLandlord’s sole obligations shall be repair, replacement and maintenance of the foundation, structural elements, exterior walls, and exterior windows of the Property. At Tenant’s expense, Tenant shall at perform all times put, keep other maintenance and repairs necessary to maintain the Leased Premises (includingimprovements in a first class operating condition and repair, without limitationboth interior or exterior, ordinary or extraordinary, including the roof, landscapingwindow glass, plate glass, store fronts, sidewalks, curbs, parking lots, parking spaces, doors, windows (except exterior windows), screens, awnings, locks, keys, weather stripping and thresholds as well as all interior walls, floors, walls, footingsceilings and floor coverings. Tenant’s responsibility shall also include landscaping; irrigation; the replacement, foundations servicing, repair and structural components maintenance of equipment and fixtures at the Leased Premises) in Property, including the same (or better) condition and order of repair as exists as of the Commencement Dateheating, except for ordinary wear and tearventilation, and shall promptly make all repairs air conditioning systems and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)changing filters for such systems. Tenant shall do also repair and be responsible for the damage caused by stoppage, breakage, leakage, overflow, discharge or cause others to do all shoring freezing of plumbing pipes, soil lines or fixtures. If any part of the Leased Premises improvements is damaged by Tenant, or Tenant’s employees, agents, or invitees or any breaking and entering of foundations and walls said improvements, Tenant shall provide Landlord with immediate written notification of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid damage to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect Property. After notification and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)approval by Landlord, and all repairs shall be made promptly at Tenant’s expense so as to restore said improvement to its previous condition. If Tenant refuses or neglects to commence the necessary repairs within thirty (30) days after the written demand by Landlord (other than in the case of emergency), Landlord may (but shall not be required to) make such repairs without liability to Tenant for any loss or damage that may accrue to Tenant’s stock, business, equipment, or fixtures by reason thereof, and if Landlord makes such repairs, Tenant shall pay to Landlord, on demand, as Additional Rent, the cost thereof. Tenant’s failure to pay shall constitute a gooddefault under this Lease. Tenant’s failure to give, proper and workmanlike manneror unreasonable delay in giving, notice of needed repairs or defects shall make Tenant liable for any loss or damage resulting from delay or needed repairs.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseTENANT, Tenant shall at all times putduring the term of this lease and at its sole cost and expense, keep and shall maintain the Leased Premises (or cause them to be maintained in as good condition and repair as when leased or as subsequently improved by TENANT, including but not limited to the exterior, interior, substructure and foundation of all improvements from time to time constituting part of the Premises and all fixtures, equipment, including, without limitation, but not limited to the roof, landscaping, walls, footings, foundations two drydocks and structural components the six cranes comprising a portion of the Leased Premises) , and landscaping from time to time located on the Premises or any part thereof or appurtenant thereto. TENANT shall also be required at all times during the term of this lease to maintain the drydocks referenced in Paragraph One herein and which are a part of the Premises, in accordance with the standards set forth in the United States Department of Defense Drydocking Facilities Safety Certification Criteria for United States Navy Ships, MIL-STD 1625 A (SH) dated September 7, 1976. Title to the Premises is in PORT. Despite the fact that the title is in PORT, PORT shall have no obligation or responsibility whatsoever to maintain the Premises or any part thereof during the term of this lease; provided, that should TENANT fail to maintain the Premises or make any repairs under this paragraph, PORT shall have the option to enter the Premises at reasonable times and make or cause the same (to be done if TENANT fails to do so after having received reasonable notice from PORT, and TENANT shall immediately reimburse PORT for the cost thereof. The making of such repairs by PORT shall in no event be construed as a waiver of the duty of TENANT to maintain the Premises or better) condition and order make repairs as herein provided. Within 30 days of repair as exists as the annual anniversary of the Commencement Date, except for ordinary wear PORT and tearTENANT shall conduct a joint inspection of the Premises to insure that the Premises are adequately maintained and repaired. TENANT shall not make, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen nor cause or unforeseen, which may be required suffer to be made upon any repairs or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition other work for which a permit is required by this Paragraph 11(a). Tenant shall do the San Francisco Building Code or cause others to do all shoring by any rule or regulation of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of PORT without first obtaining a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerpermit therefor.

Maintenance and Repair. Subject to the provisions of this paragraph: (a1) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant the Sublessee shall at all times put, keep and maintain the Leased Subleased Premises (includingin as good repair and appearance as the Subleased Premises is in on the date hereof and fit to be used for its intended use in accordance with the practices generally recognized as then acceptable by other companies in its industry, without limitationprovided that with respect to the initial alterations/improvements described on attached Exhibit C, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) Sublessee shall maintain same in the same (or better) condition and order state of repair as exists as the date such alterations/improvements are completed; (2) the Sublessee shall take every other action necessary or appropriate for the preservation and safety of the Commencement Date, except for ordinary wear and tear, and Subleased Premises; (3) the Sublessee shall promptly make all repairs and replacements of every kind and or nature, whether foreseen or unforeseen, which may be required to be made upon or in connection comply with the Leased requirements herein; and (4) the Sublessor and the Master Landlord shall not be required to make any repair, whether foreseen or unforeseen, or to maintain any of the Subleased Premises in order any way. Notwithstanding the foregoing, the Sublessor at the Sublessor’s expense shall complete the work described on attached Exhibit D, which work shall be completed no later than the Commencement Date. Further, notwithstanding any provision to keep the contrary, it is understood and maintain the Leased Premises agreed: (1) that in the order event that roof under commercially reasonable standards needs to be replaced during the term of this Sublease, provided that the Sublessee at the Sublessee’s expense has performed proper maintenance thereof during the term of this Sublease, the reasonable cost to replace the roof on a one-time basis only shall be shared between the Sublessor and condition required the Sublessee, 35% of such reasonable cost to be paid by the Sublessor and 65% of such reasonable cost to be paid by the Sublessee; and (2) that in the event that the parking lot under commercially reasonable standards needs to be repaved or replaced during the term of this Paragraph 11(a)Sublease, provided that the Sublessee at the Sublessee’s expense has performed proper maintenance thereof during the term of this Sublease, the reasonable cost to repave or replace the parking lot on a one-time basis only shall be shared between the Sublessor and the Sublessee, 30% of such reasonable cost to be paid by the Sublessor and 70% of such reasonable cost to be paid by the Sublessee. Tenant shall do or cause others to do all shoring Further, in the event that there is a failure of the Leased Premises foundation or of foundations and load-bearing walls not caused by the acts or omissions of the Improvements Sublessee, then the Sublessor at the Sublessor’s expense shall be responsible to remedy such failure. It is expressly understood that the Sublessee at the Sublessee’s expense shall be responsible for all repairs and every other act replacements with respect to mechanical systems. It is understood and agreed that if the Sublessee shall construct any improvement during the term of this Sublease and such shall (i) encroach upon any setback or any property, street or right-of-way adjoining the Subleased Premises, (ii) violate the provisions of any restrictive covenant affecting the Subleased Premises, (iii) hinder or obstruct any easement or right-of-way to which the Subleased Premises is subject or (iv) impair the rights of others in, to or under any of the foregoing, the Sublessee shall, promptly after receiving a written demand from a party affected by such encroachment, violation, hindrance, impairment, or obstruction, either (a) obtain from all necessary parties waivers or appropriate settlements of all claims, liabilities and damages resulting from each such encroachment, violation, hindrance, obstruction or impairment, whether the same shall affect Master Landlord, the Sublessor or the Sublessee or any of such parties, or (b) take such action as shall be necessary to remove all such encroachments, hindrances or obstructions and to end all such violations or impairments, including, if necessary, making alterations. With respect to the amounts due by the Sublessor hereunder, in the event Sublessor disputes the necessity for preservation and safety the subject work or the cost thereof, the Sublessee’s sole recourse shall be to commence an appropriate action against the Sublessor in a court of competent jurisdiction. If the Sublessee obtains a final nonappealable judgment against the Sublessor, such judgment may be satisfied by reason of or offsetting the judgment amount against the Base Rent due under this Sublease. The prevailing party in any such action shall pay the non-prevailing party’s reasonable legal fees and expenses in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly within ten (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (6010) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerwritten demand therefor.

Maintenance and Repair. The Lessee, at its own ---------------------- expense, shall at all times, (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises Property in good order and repair, subject to ordinary wear and tear, provided, however, the Lessee shall make such -------- ------- additions, improvements and updates to the Property as may be necessary to maintain the Property consistent with the standards then applicable to other similar properties owned and operated by the Lessee and its Affiliates, but in no event less than the standards of other prudent owners of similar office and research and development facilities; provided, further, however, the Lessee -------- ------- ------- shall satisfy the recommendations with respect to the Property set forth in Schedule Y attached hereto no later than November 30, 2001; (b) maintain the Property in accordance with all Applicable Laws and Regulations; (c) comply with the standards imposed by any insurance policies required to be maintained hereunder which are in effect at any time with respect to the Property or any part thereof; and (d) make all necessary or appropriate repairs, replacements and renewals of the Property which may be required to keep the Property in the condition required by the preceding clause (a), whether interior or exterior, structural or nonstructural, ordinary or extraordinary, foreseen or unforeseen, and including, without limitation, repairs, replacements and renewals that would constitute capital expenditures under GAAP if incurred by an owner of property. The Lessee waives any right that it may now have or hereafter acquire to (i) require the roofLessor to maintain, landscapingrepair, wallsreplace, footingsalter, foundations and structural components remove or rebuild all or any part of the Leased PremisesProperty or (ii) make repairs at the expense of the Lessor. All such repairs, restorations and replacements shall be constructed and installed in a good and workmanlike manner in compliance with Applicable Laws and Regulations. In carrying out its obligations under this Section 9.1, the Lessee shall not discriminate in any way in the same (or better) condition and order of repair as exists as maintenance of the Commencement DateProperty as compared with other similar properties owned, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen managed or unforeseen, which may be required to be made upon or in connection with leased by the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerLessee.

Maintenance and Repair. (a) Except for any Alterations alterations that Tenant is permitted to make pursuant to this Leasehereunder, Tenant shall at all times times, including any Requisition period, put, keep and maintain the Leased Premises (Premises, including, without limitation, the roof, roof membrane, landscaping, wallswalls (interior and exterior), footings, foundations foundations, parking lots, plumbing, conveyor systems and structural and non-structural components of the Leased Premises) , and the Adjoining Property, in the same (or better) condition good repair and order of repair as exists as of the Commencement Date, except for ordinary wear and tearappearance, and shall promptly make all repairs and replacements (substantially equivalent in quality and workmanship to the original work) of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with any of the Leased Premises in order to keep and maintain the Leased Premises in as good repair and appearance as they were as of the Commencement Date, except for ordinary wear and tear. Notwithstanding the foregoing, Tenant shall not be required to make structural repairs or structural replacements to the Improvements, the Land or Landlord's Trade Fixtures, unless such repair or replacement is needed because of Tenant's act or failure to maintain such items. Tenant shall not be required to maintain the Racking/Shelving Items in the Premises in the order same condition as at the Commencement Date; provided, however, that Tenant shall make any structural repairs or structural replacements necessary to the Racking/Shelving Items so that the system is operable for its intended purpose. Tenant shall do or cause others to do all that is necessary to plow or otherwise remove any and condition required by this Paragraph 11(a)all accumulated snow from the Premises and Adjoining Property and keep both in safe condition. Tenant shall do or cause others to do all shoring of the Leased Premises or Adjoining Property or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased PremisesPremises or Adjoining Property, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRLandlord shall not be required to make any repair, WHETHER FORESEEN OR UNFORESEENwhether foreseen or unforeseen, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYor to maintain any of the Premises or Adjoining Property in any way, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDand Tenant hereby expressly waives the right to make repairs at the expense of the Landlord, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECTwhich right may otherwise be provided for in any law now or hereafter in effect. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)the terms of this Lease. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (promptly, but in any no event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty longer than thirty (6030) days of the date insurance proceeds after a repair or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)replacement becomes prudent, and all repairs shall be made in a good, proper and workmanlike manner, and diligently pursued to completion. (b) If Tenant shall be in default under any of the provisions of this Paragraph 9, Landlord or Lender may, after thirty (30) days' notice to Tenant and failure of Tenant to commence to cure during said period or to diligently prosecute such cure to completion once begun, but immediately upon notice in the event of an emergency (that is, imminent danger of injury to persons or property), do whatever is necessary to cure such default as may be reasonable under the circumstances for the account of and at the expense of Tenant. In the event of an emergency, before Landlord may avail itself of its rights under this Paragraph 9(b), Landlord shall send notice to Tenant of the situation by telephone or other available communication. All actual and reasonable costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) so incurred by Landlord or Lender, together with interest thereon at the Default Rate from the date of payment or incurring the expense, shall constitute Additional Rent payable by Tenant under this Lease and shall be paid by Tenant to Landlord or Lender (as applicable) on demand. Tenant agrees that, in the event of an emergency, expenditures which might otherwise be unreasonable (such as overtime) may nevertheless be reasonable under the circumstances. (c) Tenant shall from time to time replace with other similar operational equipment or parts any of the mechanical systems or other equipment included in the Improvements which shall have become worn out, obsolete or unusable for the purpose for which it is intended, been taken by a Condemnation as provided in Paragraph 12, or been lost, stolen, damaged or destroyed as provided in Paragraph 14. Tenant shall repair at its sole cost and expense all damage to the Premises caused by the removal of equipment or any other personal property of Tenant at any time, including upon expiration or termination of the Lease. 10.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease and as otherwise provided in this Lease, Tenant shall at all times during the Term, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) and the Equipment in the same (or better) condition and order of repair as exists as of the Commencement Datedate of this Lease, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRLandlord shall not be required to make any repair, WHETHER FORESEEN OR UNFORESEENwhether foreseen or unforeseen, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYor to maintain any of the Leased Premises or Adjoining Property in any way, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDand Tenant hereby expressly waives the right to make repairs at the expense of the Landlord, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECTwhich right may be provided for in any Law now or hereafter in effect. Nothing in the preceding sentence shall be deemed to excuse Landlord for any repairs arising from Landlord's default under this Lease or its gross negligence or intentional misconduct or to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)) of this Lease. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations Tenant acknowledges that it has received the Property in good condition, repair and appearance. Tenant is permitted to make pursuant to this Leaseagrees that, Tenant shall at all times putits expense, it will keep and maintain the Leased Premises (includingProperty, without limitationincluding any altered, the roofrebuilt, landscapingadditional or substituted buildings, wallsstructures and other improvements thereto, footings, foundations and structural components of the Leased Premises) in the same (or better) good condition and order of repair as exists as of the Commencement Daterepair, except for subject only to ordinary and reasonable wear and tear. It will make promptly, all structural and shall promptly make all nonstructural, foreseen and unforeseen, ordinary and extraordinary changes and repairs and or replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises Property in such good condition, repair and appearance and it will keep the order Property orderly and condition required by this Paragraph 11(a)free and clear of rubbish. Tenant covenants to perform or observe all terms, covenants or conditions or any reciprocal easement or maintenance agreement to which it may at any time he a party or to which the Property are currently subject Tenant shall, at its expense, use its best efforts to enforce compliance with any reciprocal easement or maintenance agreement benefiting the Property by any other person subject to such agreement. Landlord shall do not be required to maintain, repair or cause others rebuild, or to do all shoring make any alterations, replacements or renewals of any nature to the Property, or any part thereof, whether ordinary or extraordinary, structural or nonstructural, foreseen or not foreseen to maintain the Property or any part thereof in any way. Tenant hereby expressly waives the right to make repairs at the expense of Landlord which may be provided for in any law in effect at the time of the Leased Premises or of foundations and walls commencement of the Improvements term of this Lease or which may thereafter be enacted. If Tenant shall abandon the Property, it shall give Landlord immediate notice thereof. The obligations of Tenant to pay Basic Rent and every other act necessary Additional Rent shall not be eliminated, reduced, suspended, or appropriate for preservation and safety thereof, otherwise impaired by reason of or in connection with any excavation or other building operation upon any such abandonment of the Leased PremisesProperty. In the event that the Property shall violate any law and as a result of such violation enforcement action is threatened or commenced against Tenant or with respect to the Property, then Tenant shall either (i) obtain valid and effective waivers or-settlements-of all claims, liabilities and damages resulting from each such violation, whether the same shall affect Landlord, Tenant or not Landlord shallboth, by reason of any Legal Requirements or Insurance Requirements, be required to (ii) take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence as shall be deemed necessary to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shallremove such violation, in all eventsincluding, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are if necessary, ormaking any necessary repairs or replacements, in the event of a Restoration pursuant to Paragraph 13(c) structural or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerotherwise.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep maintain each Related Premises and maintain the Leased Premises (including, without limitation, Adjoining Property in as good repair as each is in on the roof, landscaping, walls, footings, foundations date hereof and structural components fit to be used for their intended use in accordance with the better of the Leased Premises) practices generally recognized as then acceptable by other companies in its industry or observed by Tenant with respect to the other real properties owned or operated by it, and, in the same (or better) condition and order of repair as exists as case of the Commencement DateEquipment, in as good mechanical condition as it was on the later of the date hereof or the date of its installation, except for ordinary wear and tear, and . Tenant shall promptly make all repairs and replacements Alterations of every kind and nature, whether foreseen or unforeseen, which may be required to comply with the foregoing requirements of this Paragraph 12(a). Landlord shall not be required to make any Alteration, whether foreseen or unforeseen, or to maintain any Related Premises or Adjoining Property in any way, and Tenant hereby expressly waives any right which may be provided for in any Law now or hereafter in effect to make Alterations at the expense of Landlord or to require Landlord to make Alterations. Any Alteration made by Tenant pursuant to this Paragraph 12 shall be made upon or in connection conformity with the provisions of Paragraph 13. Notwithstanding anything to the contrary in this Paragraph 12(a), Tenant shall have until June 30, 2007 to take such actions as may be required to cause the Leased Premises in order to keep and maintain comply with the Leased Premises in the order and condition required by provisions of this Paragraph 11(a12(a). , provided, however, that (i) any work that will be completed as a part of the Tenant Improvements will not be required to be completed until July 31, 2008 provided that on or before December 31, 2006 Tenant notifies Landlord in writing that such work will be completed as a part of the Tenant Improvements, and (ii) Tenant agrees to use reasonable efforts to in good faith timely address any requirements imposed by any governmental authority, applicable Law or any third party making a claim against Landlord or the applicable Related Premises even if such time period is shorter than the time periods otherwise required under this sentence (unless such claim is being contested in accordance with Paragraph 15(a) hereof), but Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be expressly required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid prior to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannertime periods otherwise set forth above.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted Landlord shall only be required to make such improvements, repairs or replacements as may be necessary for normal maintenance of the Building Systems serving the Premises, the exterior (including the roof) and the structural portions of the Building and Common Areas. Subject to the terms of Section 7, the maintenance and repairs to be performed by Landlord hereunder shall be at Landlord’s expense, unless the need for such maintenance or repairs was caused by the negligence or willful misconduct of Tenant, its employees, agents, contractors or invitees, in which event Tenant shall reimburse Landlord for the cost of such maintenance or repairs, plus a construction oversight fee for Landlord in an amount equal to ten percent (10%) of the cost and expense of such maintenance or repairs; such fee shall not apply to the Initial Improvements. Except to the extent that Landlord is obligated to restore and repair the Premises pursuant to Section 23, Tenant, at its sole cost, shall maintain and repair the Premises and otherwise keep the Premises in good order and repair. Any repair or maintenance by Tenant shall be undertaken in accordance with the provisions and requirements of Section 16. Landlord is not responsible for replacing and/or repairing Tenant’s fixtures or Above Standard improvements, or fixtures. Except as expressly provided in this Lease, Tenant shall at all times putaccept the Premises including any existing appliances and Above Standard fixtures in their “AS IS, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) WHERE IS” condition and order of repair as exists as of the Commencement Effective Date, except . Landlord hereby assigns to Tenant for ordinary wear the Term all manufacturers’ and tear, other warranties applicable to Premises and shall promptly make all repairs the equipment and replacements of every kind systems therein (but only to the extent Tenant is obligated for the maintenance and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring repair of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such paymentsame) and shall diligently pursue cause the contractor for the Initial Improvements to assign any such repairs warranties with respect to completion)the Initial Improvements to Tenant. If any such warranties are not assignable to or enforceable by Tenant, then Landlord shall enforce such warranties upon request and all repairs shall be made in a good, proper and workmanlike mannerfor the benefit of Tenant.

Maintenance and Repair. (a) (i) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times times, including any Requisition period, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and foundations, structural components of and other Improvements on the Leased Premises) and, subject to Paragraph 11(a)(iii) below, the Equipment in the same (or better) condition and order of repair as exists as of the Commencement DateDate of this Lease, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRExcept as specifically set forth in this Lease, WHETHER FORESEEN OR UNFORESEENLandlord shall not be required to make any repair, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYwhether foreseen or unforeseen, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDor to maintain the Leased Premises or Adjoining Property in any way, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing and Tenant hereby expressly waives the right to make repairs at the expense of the Landlord, which right may be provided for in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds any Law now or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)hereafter in effect. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted Landlord shall maintain and keep in good condition and repair, including making all necessary repairs and replacements to, the Building and the Common Areas, and Landlord shall also make all repairs to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (includingthat are structural in nature or required due to fire, without limitationcasualty or acts of God subject to Section 10 hereof; provided, the roofhowever, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and that Tenant shall promptly make all repairs and replacements arising out of every kind the negligence or willful misconduct of Tenant or Tenant's agents, contractors or employees. Except as provided above, Tenant shall keep the Leased Premises in good condition and naturerepair and Tenant shall, whether foreseen upon the expiration or unforeseenearlier termination of this Lease, which may be yield and deliver up the Leased Premises in like condition as when taken, reasonable use and wear thereof and repairs required to be made upon by Landlord excepted. From and after the Commencement Date, any repairs, additions or in connection with alterations to the Leased Premises in order that are required by OSHA or MIOSHA shall be promptly made by Tenant, at Tenant's sole cost and expense if, or to keep the extent that, such repairs, additions or alterations are all required only with respect to the Leased Premises. Landlord and maintain Tenant shall each comply with all applicable laws relating to their respective repair obligations hereunder. During the Term hereof, Landlord shall be responsible for making any alterations or improvements to the Leased Premises in that are required to be made pursuant to any applicable laws; provided, however, if any such alterations or improvements are necessitated because of any alterations and improvements made or proposed to be made by Tenant to the order and condition Leased Premises or because of Tenant's particular use of the Leased Premises, then such responsibility, including the cost thereof, shall be borne by Tenant. In the event that Landlord shall reasonably deem it necessary or be required by this Paragraph 11(a). Tenant shall do any governmental authority to repair, alter or cause others to do all shoring remove, reconstruct or improve any part of the Leased Premises or the Building (unless the same results from the negligence, willful misconduct or mode of foundations operation of Tenant or Tenant's agents, contractors or employees, in which event Tenant shall make all such repairs, alterations and walls improvements), then the same shall be made by Landlord with reasonable dispatch, and should the making of the Improvements such repairs, alterations and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection improvements cause any interference with any excavation or other building operation upon any Tenant's use of the Leased Premises, whether or such interference shall not Landlord shall, by reason relieve Tenant from the performance of any Legal Requirements or Insurance Requirementsof Tenant's obligations hereunder, be required to take nor shall such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall interference be deemed an actual or constructive eviction or partial eviction from the Leased Premises or result in an abatement of Tenant's rent provided that Landlord shall use reasonable efforts to preclude Tenant from being entitled to insurance proceeds perform any such repairs, alterations or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)improvements in a manner that will minimize such interference. Notwithstanding the foregoing, Tenant shall, in all eventsat Tenant's sole cost and expense, make all repairs for which it is responsible hereunder promptly (but and provide all maintenance in connection with any event shall commence actions alterations, additions or improvements made by Tenant to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs pursuant to completion), and all repairs shall be made in a good, proper and workmanlike mannerSection 9 hereof.

Maintenance and Repair. (a) Except The Lessee agrees, at its own expense, to be responsible for any Alterations that Tenant is permitted snow removal. C:\WINDOWS\TEMPORARY INTERNET FILES\OLK72E2\Commercial Lease Agreement Adden.doc Lessor agrees to make pursuant maintain and repair the exterior of the building leased herein, including the roof and exterior walls, and to maintain the structure of the building. Lessor agrees to repair plumbing to the extent of normally required repairs. Lessor agrees to maintain the interior walls, ceiling, floor, and floor covering when repairs are made necessary because of faulty construction or Lessor’s failure to keep the structure in proper repair. Lessee shall maintain and repair the interior of said premises at Lessee’s own expense in at least as good a condition as the same now are and at the expiration of this Lease, Tenant shall return said premises in a condition at all times putleast as good as they now are, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary reasonable wear and teartear and damage by the elements alone excepted. Lessee shall keep the leased premises free from all dirt and other refuse matter, and shall promptly make repair, using licensed, reputable firms or persons, all repairs damages to equipment and replacements to plumbing caused by the negligence of every kind Lessee, its agents, servants, and nature, whether foreseen or unforeseen, which may be employees. The Lessee is only required to repair any damage to the leased premises during the term of the Lease occasioned by the Lessee’s negligence and is not required to repair any physical damages caused by storms, acts of God, or other similar incidents. Lessee agrees to be made upon or in connection with responsible for the Leased Premises in order to keep cost of installing any fire alarms, fire extinguishers, sprinkler systems, and maintain the Leased Premises in the order and condition smoke alarms required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring the laws, ordinances, and regulations of the Leased Premises or City of foundations Rapid City, County of Xxxxxxxxxx and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do sostate and/or federal governments. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Lessor shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards responsible for Restoration pursuant to Paragraphs 13(c) all other changes required by laws, ordinances, and 14(g). Tenant shallregulations of Rapid City, Xxxxxxxxxx County, and state and/or federal governments unless the cost is prohibitive, in all eventswhich case Lessor shall have the right to cancel the Lease without further obligations to Lessee. Dated this day of , make all repairs for which it 2003. LESSOR: SAFETY PLAZA LESSEE: CITY OF RAPID CITY Managing Partner Mayor ATTEST: Finance Officer (SEAL) State of South Dakota ) SS. County of Xxxxxxxxxx ) On this the day of , 2003, before me, the undersigned officer, personally appeared , known to me or satisfactorily proven to be the person whose name is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid subscribed to the Trustee (it being understood within instrument and acknowledged that Tenant shall take such steps as are reasonably necessary to protect and preserve he/she executed the integrity and safety of same for the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerpurpose therein contained.

Maintenance and Repair. The Lessee, at its own expense, ---------------------- shall at all times, (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises Property in good order and repair, subject to ordinary wear and tear, provided, however, the Lessee shall make such -------- ------- additions, improvements and updates to the Property as may be necessary to maintain the Property consistent with the standards then applicable to other similar properties owned and operated by the Lessee and its Affiliates, but in no event less than the standards of other prudent owners of similar office and research and development facilities; provided, further, however, the Lessee -------- ------- ------- shall satisfy the recommendations with respect to the Property set forth in Schedule Y attached hereto no later than November 30, 2001; (b) maintain the Property in accordance with all Applicable Laws and Regulations; (c) comply with the standards imposed by any insurance policies required to be maintained hereunder which are in effect at any time with respect to the Property or any part thereof; and (d) make all necessary or appropriate repairs, replacements and renewals of the Property which may be required to keep the Property in the condition required by the preceding clause (a), whether interior or exterior, structural or nonstructural, ordinary or extraordinary, foreseen or unforeseen, and including, without limitation, repairs, replacements and renewals that would constitute capital expenditures under GAAP if incurred by an owner of property. The Lessee waives any right that it may now have or hereafter acquire to (i) require the roofLessor to maintain, landscapingrepair, wallsreplace, footingsalter, foundations and structural components remove or rebuild all or any part of the Leased PremisesProperty or (ii) make repairs at the expense of the Lessor. All such repairs, restorations and replacements shall be constructed and installed in a good and workmanlike manner in compliance with Applicable Laws and Regulations. In carrying out its obligations under this Section 9.1, the Lessee shall not discriminate in any way in the same (or better) condition and order of repair as exists as maintenance of the Commencement DateProperty as compared with other similar properties owned, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen managed or unforeseen, which may be required to be made upon or in connection with leased by the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerLessee.

Maintenance and Repair. Tenant accepts the condition of the Premises "as is." After the term of this Lease commences, Tenant shall, at Tenant's sole cost and expense, maintain, repair, and replace as needed, the Premises, including, but not being limited to, the heating and air conditioning equipment (aincluding, but not limited to, replacement of parts, compressors, air handling units, and heating units) Except for any Alterations and other improvements located thereon. Normal wear and tear is expected; provided, however, that all maintenance, repairs, and replacements necessitated by normal wear and tear shall be performed by Tenant is permitted to make pursuant to this at Tenant's sole cost and expense. At all times during the term of the Lease, Tenant shall at all times put, keep the improvements on the Premises and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) themselves in the same (or better) as good a condition and order of repair as exists as of on the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by date this Paragraph 11(a)Lease commences. Tenant shall do return the Premises to Owner at the expiration or cause others prior termination of this Lease in as good a condition and repair as when first received, damage by fire and similar casualties being excepted and excluding any improvements made by Tenant or any equipment to do all shoring be removed by Tenant At such expiration or termination, Tenant will remove any improvements that it has made, provided that Owner shall have given notice of at least thirty (30) days prior to expiration or termination of its intention for Tenant to remove the Leased improvements, and provided Tenant repairs any damage to the Premises resulting from such removal. Tenant, Tenant's employees, agents, contractors, or of foundations subcontractors shall take no action which may void any manufacturer's or installer's warranty with relation to the Premises. In the event Tenant fails to provide such maintenance, repair, and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shallreplacement, in all eventsaddition to other remedies available to Owner, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate Owner may perform or have performed such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessarymaintenance, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)repair, and all repairs replacement and Tenant immediately shall be made in a good, proper and workmanlike mannerreimburse the cost thereof to Owner as additional rent.

Maintenance and Repair. (a) Except for Tenant shall, throughout the Term hereof and at no expense whatsoever to Landlord, take good care of the Premises and the Building and other Improvements and structural components thereof now or hereafter erected thereon and shall not do or suffer any Alterations that Tenant is permitted to make pursuant to this Leasewaste with respect thereto, and Tenant shall at promptly make all times putrepairs, interior and exterior, structural and non-structural, ordinary as well as extraordinary, foreseen as well as unforeseen, necessary to keep the Building and maintain the Leased Premises other Improvements (including, without limitation, the roof, landscapingmechanical, wallsplumbing, footingselectrical, foundations and other Building systems) in good and lawful order and in at least as good condition as such premises are in on the Commencement Date but subject to reasonable wear and tear. When used in this Article, the term “repairs” shall include replacements, capital improvements or renewals when necessary. Tenant shall keep and maintain all portions of the Premises, in a clean and orderly condition, free of accumulation of water, dirt, rubbish, snow and ice, and Tenant shall not permit or suffer any overloading of the floors of the Building. Landlord shall not be responsible for the cost of any alterations of or repairs to the Premises of any nature whatsoever, structural components or otherwise, whether or not now in the contemplation of the parties. To the extent not prohibited by law, Tenant hereby waives and releases all rights now or hereinafter conferred by statute or otherwise which would have the effect of limiting or modifying any of the provisions of this Section 6.3. In addition, the provisions of this Section 6.3 are subject to the limitations imposed by Article VII below. Regardless of the foregoing, if the Landlord determines that the Tenant has failed or is failing to comply with the foregoing paragraph, the Landlord may provide the Tenant with written notice of such failure, whereupon, the Tenant will have ten (10) days to respond to the Landlord in writing indicating what corrective actions the Tenant will undertake and initiate corrective action in good faith. If the Landlord does not receive a timely response to such notice, deems the corrective action indicated by the Tenant as being insufficient to address the non-compliance, or otherwise determines that the Tenant is not prosecuting cure of the conditions in good faith, the Landlord may access the property as permitted pursuant to § 6.5. Landlord’s Right of Access infra and effect whatever repairs, alterations, or additions the Landlord deems necessary or desirable to restore and/or preclude further wasting or deterioration of the Leased Premises) Property or portions thereof in good and lawful order. Upon completion such repairs, alterations, or additions, the same (Landlord shall invoice the Tenant and the Tenant will be liable to the Landlord for the total cost and expense to the Landlord of such repairs, alterations, or better) condition additions, including the costs of any procurement, solicitations, materials, work, or labor for same. Where exigent circumstances require the Landlord’s immediate attention to repair or otherwise preclude severe damage to the Leased Property, Landlord may disregard notice to the Tenant and order immediately enter the Leased Property to remedy or mitigate the issue(s). Exigent circumstances include, but are not limited to, releases of repair as exists as of the Commencement Datehazardous or toxic materials, except for ordinary wear and tearfires, severe storm damage, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, other situations in which immediate action may be required to be made upon comply with state and federal laws or in connection with to otherwise mitigate or preclude impending catastrophic loss or damage to the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerProperty.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseTenant, Tenant at its sole cost and expense, shall at all times putkeep in good order, keep condition and maintain repair the Leased Demised Premises (and every part thereof including, without limitation, limiting the roof, landscaping, walls, footings, foundations and structural components generality of the Leased foregoing, all plumbing; electrical and lighting facilities and equipment within the Demised Premises (including any heating, ventilation and air conditioning system serving the Demised Premises) ); fixtures; interior walls; roof and roof membrane; floors; ceilings; windows; doors; plate glass; skylights; entrances and vestibules and signage located within the Demised Premises. If Tenant fails to maintain the Demised Premises in the same (or better) good order, condition and order of repair as exists as of the Commencement Daterepair, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which Landlord may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). give Tenant shall do or cause others notice to do all shoring of such acts which are Tenant's obligation hereunder. If Tenant thereafter fails to promptly complete such obligations within ten (10) days, or if such obligations cannot be completed within ten (10) days, to commence such work within ten (10) days and diligently prosecute it to completion, then Landlord shall have the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure right to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in such acts and expend such funds at the preceding sentence shall be deemed to preclude expense of Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary required to protect perform such work. Any amount so expended by Landlord (together with a charge for Landlord's administration and preserve overhead equal to fifteen percent (15%) thereof) shall be paid by Tenant promptly after demand, with interest at the integrity and safety Default Rate from the date of such work. Landlord shall have no liability to Tenant for any damage, inconvenience, or interference with the use of the Leased Demised Premises pending by Tenant as a result of performing any such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerwork.

Maintenance and Repair. (a) Except Tenant, at its expense and without the prior consent of Landlord, shall maintain (or cause Tenant's Subsidiaries to maintain) the Leased Property and Tenant's Property, and every portion thereof (i) in accordance with Prudent Industry Practice and (ii) in a manner which complies with all federal and state utility commission delivery standards, in each instance whether or not the need for such repairs occurs as a result of Tenant's use, any Alterations prior use, the elements or the age of the Leased Property and Tenant's Property. Without limiting the foregoing, Tenant, at its expense, shall be responsible for (i) coordinating with local, state or federal governmental authorities to execute moves and relocations of the Distribution Systems and the Leased Improvements, (ii) complying with any other requirements instituted by such authorities in order to perform the Primary Intended Use at the Leased Property in accordance with Prudent Industry Practice, (iii) repairing fiber and copper cuts with respect to the Distributions Systems on a timely basis, and (iv) replacing poles, conduits and such other facilities at the Leased Property as may be required from time to time in order to comply with its obligations hereunder. Notwithstanding anything to the contrary herein, provided that Tenant is permitted to make pursuant to this Leasecessation does not result in any non-compliance with any Legal Requirements, Communications Licenses, Pole Agreements or Communications Regulations, Tenant shall at all times put, keep have no obligation under this CLEC Master Lease to maintain (I) any asset or property Tenant has retired and maintain the Leased Premises replaced with a TCI Replacement; and (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased PremisesII) in the same up to $15,000,000 (or bettersuch higher amount as approved by Landlord in its sole discretion) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason per Lease Year of any Legal Requirements other retired assets or Insurance Requirementsproperty; provided, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood however; that Tenant shall take provide prior written notice to Landlord of any such steps as are reasonably necessary retirement at least thirty (30) days prior to protect retiring any such asset and, in any event, Tenant shall be responsible for any liability resulting from the failure to maintain any retired copper asset. Notwithstanding the foregoing, at Landlord’s written request, Tenant shall continue to maintain (in accordance with the standards and preserve the integrity and safety terms of the Leased Premises pending this Article IX) any such paymentasset or property identified in clauses (I) and shall diligently pursue such repairs to completionor (II), at Landlord’s sole cost and all repairs shall be made in a good, proper and workmanlike manner.expense. 4444

Maintenance and Repair. Keep the Demised Premises and improvements erected thereon in good condition and repair, including all plumbing, heating, electrical and air conditioning systems and any loading facilities including loading doors and dock bumpers. Tenant at its own expense shall enter into a maintenance contract (a"Maintenance Contract") Except with a heating and air conditioning repair service acceptable to Landlord for any Alterations that Tenant is permitted to make pursuant to this Lease, the Demised Term and shall provide Landlord with a copy of same. The specifications for the Maintenance Contract are attached hereto as Exhibit "B". The Tenant shall permit the Landlord or Landlord's duly authorized agents to enter upon the Demised Premises and the buildings and improvements thereon erected at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tearany reasonable time, and from time to time, for the purpose of inspecting and appraising the same. The Tenant shall promptly make comply with all repairs orders, regulations, rules and replacements requirements of every kind and nature relating to the Demised Premises, now or hereafter in effect, of the Federal, State Municipal or other governmental authorities having power to enact, adopt, impose or require the same, whether they be usual or unusual, ordinary or extraordinary, and whether they or any of them relate to structural changes or requirements of whatever nature, whether foreseen or unforeseento changes or requirements incident thereto, which may be required to be made upon or in connection with as the Leased Premises in order to keep result of the use or occupation thereof by Tenant, and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others pay all costs and expenses incidental to do such compliance, and shall indemnify and save harmless the Landlord from all shoring of the Leased Premises or of foundations expense, and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, damages by reason of any Legal Requirements notices, orders, violations or Insurance Requirementspenalties filed against or imposed upon the Demised Premises or against the Landlord as owner thereof, be required because of the failure of the Tenant to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)comply with this covenant. Tenant shallfurther agrees to keep the Demised Premises clean and free from all ashes, in dirt and other refuse matter; replace all eventsglass windows, make doors, etc., which are broken; and keep all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in waste and drain pipes open. In the event of a Restoration pursuant the failure of Tenant promptly to perform the covenants of Paragraph 13(c8(b) or 14(g)hereof, within sixty (60) days Landlord may go upon the Demised Premises and perform such covenants, the cost thereof, at the sole option of the date insurance proceeds or a condemnation award has been paid Landlord, to the Trustee (it being understood that be charged to Tenant shall take such steps as are reasonably necessary to protect additional and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerdelinquent rent.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted The Landlord agrees to make pursuant any and all necessary structural repairs to this Leasethe Premises, unless said structural repairs shall have been necessitated by the act or neglect of the Tenant. Landlord shall use reasonable efforts to the extent commercially practicable to make said structural repairs during non-business hours of the Tenant. "Structural Repairs" shall be limited to repairs to the roof, beams, columns, and foundation of the Building. The Tenant shall at all times put, keep its own cost and maintain expense provide cleaning and janitorial services for the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others at its own cost and expense, take good care of, maintain, and make necessary repairs and/or replacements to do all shoring the Premises, including but not limited to, the fixtures and equipment therein (including the heating, ventilating, and air conditioning systems) and appurtenances thereto. All warranties on equipment, material, and labor which have been provided to Landlord for portions of the Leased Premises or of foundations and walls construction work which were issued from the building contractors shall be assigned to Tenant. Tenant shall be responsible for all day-to-day management of the Improvements Premises. To the extent Tenant requests that Landlord provide day-to-day management services for the Premises and every other act necessary or appropriate for preservation Landlord elects to provide said services, Landlord shall receive a management fee from Tenant equal to ten (10%) percent of the cost of services provided to the Premises through Landlord's management. If, within thirty (30) days after written notice from Landlord, Tenant has not diligently commenced to make the repairs described below, Landlord, at Landlord's option but at Tenant's expense, may make all repairs, in and safety thereof, about the Premises as shall be required by reason of (i) the installation, use or operation of Tenant's property in connection with any excavation the Premises; (ii) the moving of Tenant's property in and out of the Premises; (iii) the misuse, misconduct, act or other building operation upon neglect of Tenant or any of its employees, agents, representatives, contractors, or invitees within the Leased Premises; or (iv) the misuse, whether misconduct, or not Landlord shallnegligent act of Tenant or any of its employees, by reason of any Legal Requirements agents, representatives, contractors, or Insurance Requirements, be required invitees with regard to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days exterior of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerPremises.

Maintenance and Repair. Landlord shall make such improvements, repairs or replacements as may be necessary for normal maintenance of the Building Systems serving the Premises, the exterior and the structural portions of the Building and the Common Areas. Subject to the terms of Section 7, the maintenance and repairs to be performed by Landlord hereunder shall be at Landlord’s expense, unless the need for such maintenance or repairs was caused by the negligence or willful misconduct of Tenant, its employees, agents, contractors or invitees, in which event Tenant shall reimburse Landlord for the cost of such maintenance or repairs, plus a construction oversight fee for Landlord in an amount equal to five percent (a5%) of the cost and expense of such maintenance or repairs; the construction oversight or management fee, if any, applicable to construction of the Initial Improvements shall be governed by the terms of the Work Letter and not by the provisions of this Section. Except for any Alterations to the extent that Tenant Landlord is permitted obligated to make restore and repair the Premises pursuant to Section 23, Tenant, at its sole cost, shall maintain and repair the Premises and otherwise keep the Premises in good order and repair. Any repair or maintenance by Tenant shall be undertaken in accordance with the provisions and requirements of Section 16. Landlord is not responsible for replacing and/or repairing Tenant’s fixtures or any Above Standard improvements, or fixtures. Except as expressly provided in this Lease, Tenant shall at all times putaccept the Premises including any existing appliances and Above Standard fixtures in their “AS IS, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) WHERE IS” condition and order of repair as exists as of the Commencement Effective Date. For purposes of this Lease, except for ordinary wear all Above Standard improvements and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises fixtures existing in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring Premises as of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Effective Date shall be deemed to preclude Tenant from being entitled be Tenant’s property until the expiration or earlier termination of this Lease or Tenant’s right to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days possession of the date insurance proceeds or a condemnation award has been paid to Premises under this Lease, at which time such Above Standard improvements and fixtures shall become the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety property of the Leased Premises pending such payment) Landlord and shall diligently pursue such repairs be surrendered to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord with the Premises.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises in good working order and condition in light of their intended use and in accordance with the best practices generally observed by Tenant (includingor its Affiliates) with respect to other similarly utilized real properties owned, without limitationleased or operated by it, and, in the roof, landscaping, walls, footings, foundations and structural components case of the Leased Premises) Building Systems and Components, in as good mechanical condition as it was on the same (or better) condition and order date of repair as exists as of the Commencement Datethis Lease, except for ordinary wear and tear, and any casualty or Condemnation as to which Tenant has no obligation hereunder to repair or restore, excepted. Tenant shall promptly make all repairs and replacements Alterations of every kind and nature, whether foreseen or unforeseen, which may be required to comply with the foregoing requirements of this Paragraph 12(a) and applicable Legal Requirements. Landlord shall not be made upon required to make any Alteration, whether foreseen or in connection with unforeseen, or to maintain any of the Leased Premises in order any way, and Tenant hereby expressly waives any right which may be provided for in any Law now or hereafter in effect to keep make Alterations at the expense of Landlord or to require Landlord to make Alterations. Any Alteration made by Tenant pursuant to this Paragraph 12 shall be made in conformity with the provisions of Paragraph 13. For the avoidance of doubt, routine repair, care and maintain maintenance of the Building, Tenant’s Personal Property and/or the Greenhouse Systems shall not constitute an Alteration under Paragraph 13 hereinbelow. If any Improvement, now or hereafter constructed, shall (i) encroach upon any setback or any property, street or right-of-way adjoining the Leased Premises in Premises, (ii) violate the order and condition required by this Paragraph 11(a). Tenant shall do provisions of any restrictive covenant affecting the Leased Premises, (iii) hinder or cause others obstruct any easement or right-of-way to do all shoring which any of the Leased Premises is subject or (iv) impair the rights of foundations and walls others in, to or under any of the Improvements and every other act necessary foregoing (any one of clauses (i)-(iv), “Violations”), Tenant shall promptly after receiving notice or appropriate for preservation and safety otherwise acquiring knowledge thereof, by reason either (A) obtain from all necessary parties waivers or settlements of all claims, liabilities and damages resulting from each such Violation, whether the same shall affect Landlord, Tenant or both, or (B) take such action as shall be necessary to remove and/or to end any such Violation, including, if necessary, making Alterations, all at Tenant’s sole cost and expense, provided that C) in the case of Improvements already existing as of the day of this Lease, Tenant shall not be required to perform its above obligations under (A) or (B) unless Tenant has received a written notice from either a third party or governmental entity requesting or requiring that action be taken. Without limiting the generality of any other provision of this Paragraph 12 or elsewhere in this Lease, Tenant shall be required to monitor and perform any specific repairs or replacements in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of its maintenance obligations at the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper good and workmanlike manner., and otherwise strictly and timely comply with the provisions of this Paragraph 12(c), after the effective date of this Lease, including without limitation the following:

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and will maintain the Leased Premises in good condition and repair (including any necessary replacements), including, without limitation, interior and exterior doors, plate glass, windows, all plumbing and sewage facilities serving only the roofPremises, landscapingelectrical systems, all fixtures, hot water heaters, heating, ventilating and air conditioning serving the Premises (whether or not located in the Premises), sprinkler systems, non-structural walls, footingsfloors and ceilings, foundations meters serving the Premises, and structural components further excepting any damage caused by the intentional or negligent act or omission of Landlord as to which Landlord will be responsible for the cost of any repair. Tenant will receive the benefits of any warranties that apply. Tenant will comply with all laws, ordinances, rules and regulations applicable to the Premises and Tenant’s business in the Premises. Landlord is not responsible for damage to any property of Tenant or others located in the Premises, however caused. Landlord at its costs will maintain in good condition and repair the windows of the Leased Premises) , all common areas of the Building, the foundation, exterior walls and other load-bearing walls and roof of the Building and the structural portions of the Premises, excepting those items to be maintained by Tenant, and further excepting any damage caused by the intentional act or negligence of Tenant as to which Tenant will be responsible for the cost of any repair. Tenant will not permit any mechanic’s or similar lien to attach to the Premises as a result of any action or inaction of Tenant. Tenant shall deliver up and surrender to Landlord possession of the Premises upon the expiration or earlier termination of the Term, broom clean, free of debris, in the same (or better) good order, condition and order state of repair (except as exists as of the Commencement Datemay be Landlord’s obligation under this Lease, except for and ordinary wear and tear), and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, deliver the keys to Landlord at the address to which may be required notices to Landlord are to be made upon or in connection with sent. If not earlier terminated as herein provided, this Lease shall terminate at the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring end of the Leased Premises or term without the necessity of foundations and walls of notice from Landlord to terminate the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannersame.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLandlord shall, Tenant shall at all times putits expense, keep in good order and maintain repair the Leased roof and the outer walls of the building in which the Premises (includingare located but not the doors, without limitationdoor frames, the roofwindow glass, landscapingwindow casings, wallswindow frames, footingswindows, foundations and structural components or any of the Leased Premises) in the same (appliances or better) condition and order appurtenances of repair as exists as of the Commencement Datethese doors or window casings, except for ordinary wear and tearwindow frames, and shall promptly make all repairs and replacements of every kind and naturewindows, whether foreseen or unforeseen, which may be required any attachment to be made upon the appliances or appurtenances or attachments to the building or the Premises used in connection with the Leased building. Landlord shall be obligated to make repairs only after Tenant has given Landlord written notice of the need for the repair, and only if the repair was not caused by the negligent or willful act of Tenant or its agents, employees, invitees, or licensees. Landlord may enter the Premises at any time during normal business hours and install or repair pipes, wires, and other appliances or make any repairs deemed essential by Landlord to the use and occupancy of other parts of the building in which the Premises are located, charge Tenant for the repairs at the then-reasonable rate, and provide Tenant with applicable documentation of the work done and the cost of the work. Except in the event of an emergency that requires immediate access to the Premises, Landlord shall notify Tenant in advance of its entering the Premises. Except as provided in the foregoing paragraph, Tenant shall, at its expense, keep the Premises and every part of the Premises in order good condition and repair and at the expiration of the Term yield and deliver the Premises to keep Landlord in good condition and maintain repair, reasonable use and wear and damage by the Leased Premises in the order elements excepted and condition required shall remove those interior nonstructural improvements as directed by this Paragraph 11(a)Landlord. Tenant shall do not make any exterior alterations, additions, or cause others improvements to do all shoring of the Leased Premises Property without Landlord’s written consent. Tenant shall not perform any acts or of foundations and walls of carry on any practice that may injure the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action Property or be liable for failure a nuisance or menace to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in other tenants of Landlord and shall keep the preceding sentence shall be deemed to preclude Tenant Premises clean and free from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) rubbish and 14(g)dirt at all times. Tenant shall, at its own expense and under penalty of forfeiture and damages, promptly comply with all Laws affecting the Premises and the cleanliness, safety, occupation, and use of the Premises during the Term. Tenant shall provide and pay for its own regular janitorial service to maintain the Premises in all events, make a neat and clean condition and shall employ at Tenant’s expense a reputable firm to service and maintain the heating and air conditioning systems for the Premises. Tenant shall also be responsible for all repairs for which it is responsible hereunder promptly (but in or replacements to any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) area or 14(g), within sixty (60) days system of the date insurance proceeds Premises that is occasioned by the negligent or a condemnation award has been paid to the Trustee (it being understood that willful act of Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)or its agents, and all repairs shall be made in a goodemployees, proper and workmanlike mannerinvitees, or licensees.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Leaseas provided in SECTION 9.1(b), Tenant shall at all times put, Lessee will keep and maintain the Leased Premises (includingProperty and all parts thereof, including without limitation, all private roadways, sidewalks, curbs and other appurtenances thereto that are under Lessee's control, and including without limitation windows and plate glass, parking lots, HVAC, mechanical, electrical and plumbing systems and equipment (including conduit and ductware), in good order and repair and in compliance with the roofstandards of the Franchise Agreement (whether or not the need for such repairs occurred as a result of Lessee's use, landscapingany prior use, walls, footings, foundations and structural components the elements or the age of the Leased PremisesProperty or any portion thereof) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and teartear excepted except for the obligation to make necessary and appropriate repairs, replacements and shall promptly improvements as provided in this SECTION 9.1(a), and, except as otherwise provided in SECTION 9.1(b), ARTICLE XIV or ARTICLE XV, with reasonable promptness, make all repairs necessary and appropriate repairs, replacements and improvements thereto of every kind and nature, whether interior or exterior ordinary or extraordinary, foreseen or unforeseenunforeseen or arising by reason of a condition existing prior to the commencement of the Term of this Lease (concealed or otherwise), which may be or required to be made upon or in connection with by any governmental agency having jurisdiction over the Leased Premises Property. All repairs shall, to the extent reasonably achievable, be at least equivalent in order quality to keep and maintain the Leased Premises in original work. Lessee will not take or omit to take any action, the order and condition required by this Paragraph 11(a). Tenant shall do taking or cause others to do all shoring omission of which might materially impair the value or the usefulness of the Leased Premises Property or any part thereof for its Primary Intended Use. If Lessee fails to make any required repairs or replacements after fifteen (15) days notice from Lessor, or after such longer period as may be reasonably required provided that Lessee at all times diligently proceeds with such repair or replacement, then Lessor shall have the right, but shall not be obligated, to make such repairs or replacements on behalf of foundations and walls for the account of the Improvements and every other act necessary or appropriate for preservation and safety thereofLessee. In such event, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence work shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards paid for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs full by Lessee as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerAdditional Charges.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease9.1.1. Lessee, Tenant shall at all times putits sole expense, will, during the Term, keep and maintain the Leased Premises Property and all private roadways, sidewalks and curbs appurtenant thereto and which are under Lessee's control (includingand Lessee's Personal Property) in good order and repair (whether or not the need for such repairs occurs as a result of Lessee's use, without limitationany prior use, the roof, landscaping, walls, footings, foundations and structural components elements or the age of the Leased Premises) in the same (Property, or better) condition and order of repair as exists as of the Commencement Dateany portion thereof), and, except for ordinary wear and tearas provided in Article XIV, and shall promptly with reasonable promptness, make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseenunforeseen or arising by reason of a condition existing prior to or during the Term, provided, however, that Lessee shall be permitted to prosecute claims against Lessee's predecessors (but not Lessor except as herein provided) in title for (i) breach of any representation or warranty, or (ii) any latent defects in the Leased Property. All repairs shall be at least equivalent in quality to the original work. Lessee will not take or omit to take any action the taking or omission of which may might materially impair the value or the usefulness of the Leased Property or any part thereof for its Primary Intended Use. -16- 9.1.2. Lessor shall not under any circumstances be required to be made upon build or rebuild any improvements 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 non-structural, foreseen/unforeseen, in connection with the Leased Premises in order this Lease, or to keep and maintain the Leased Premises Property in any way. Lessee hereby waives, to the order and condition required extent permitted by this Paragraph 11(a). Tenant shall do or cause others law, the right to do all shoring make repairs at the expense of Lessor pursuant to any law in effect at the time of the Leased Premises execution of this Lease or hereafter enacted. Lessor shall have the right to give, record and post, as appropriate, notices of foundations and walls of the Improvements and every other act necessary non-responsibility (or appropriate for preservation and safety thereof, by reason of similar notices) under any mechanics' lien laws now or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerhereafter existing.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLandlord, Tenant at its sole cost and expense, shall at all times putmaintain, keep repair and maintain replace in the Leased Premises (includingand Joint Use Areas all electrical, without limitationmechanical, plumbing, and safety systems, windows, doors, walls and wall coverings, floor, floor coverings, ceilings and venetian blinds, and all lighting fixtures, including the roofreplacement of light bulbs, landscapingprovided such repair or replacement is not necessitated as a result of damage caused solely by Tenant, wallsnormal wear and tear excepted. To the extent the repair or replacement is necessitated as a result of damage caused solely by Tenant, footingsTenant will reimburse Landlord for the reasonable cost, foundations and structural components verified by receipts, of the Leased Premises) repair or replacement. Upon Tenant’s request, Landlord shall replace the carpeting/flooring in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises and Joint Use Area, if necessary due to significant staining, soiling, leakage or flooding not a result of Tenant’s actions. At least twice a year, Landlord shall wash the inside and outside glass of all windows in order to keep and maintain the Leased Premises and Joint Use Area. Upon Tenant notifying Landlord of the need for touch-up painting in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations Joint Use Area, Landlord shall perform such work at Landlord’s sole cost. Landlord’s work to fulfill its maintenance and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or repair obligations in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence this Lease shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) commenced and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs completed as quickly soon as possible after the date notification to Landlord by Tenant becomes aware that such repairs are necessary, orusing quality materials and good workmanship, in accordance with all applicable laws, codes, ordinances, rules and regulations. Any temporary repair made by Landlord shall be reported by Landlord to the event Tenant as being a temporary repair, and Landlord agrees to provide Tenant with a written schedule for the permanent repair and do the work in accordance with the schedule. Landlord agrees to track the status of all maintenance, repair and replacement requests and report monthly to the Tenant on all open and completed requests. Landlord and Tenant agree that, for all maintenance, repair and replacement requests, Tenant shall use the Work Order system utilized by the Landlord and activated through the front desk on the main level of Xxxxxxxxx Garden, a Restoration pursuant to Paragraph 13(c) or 14(g)copy of which Work Order is attached hereto as Exhibit B. Except for emergencies, within sixty Landlord will give Tenant at least three (603) days prior written notice of the date insurance proceeds commencement of any work, which work may affect or a condemnation award has been paid interrupt utilities or other services furnished by the Landlord to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerJoint Use Area.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Leasehereunder, Tenant shall at all times times, including any Requisition period, put, keep and maintain the Leased Premises (Premises, including, without limitation, the roof, landscaping, wallswalls (interior and exterior), footings, foundations and structural components of the Leased Premises) , and the Adjoining Property, in the same (or better) condition good order and order of repair as exists as of the Commencement Date, except for ordinary wear and tearrepair, and shall promptly make all repairs and replacements (substantially equivalent in quality and workmanship to the original work) of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with any of the Leased Premises in order to keep and maintain the Leased Premises in the good order and condition required by this Paragraph 11(arepair, reasonable wear and tear excepted (whether or not the need for such repairs occurs as a result of Tenant's use, any prior use, the elements or the age of the Leased Premises). Tenant shall do or cause others to do all shoring of the Leased Premises or Adjoining Property or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased PremisesPremises or Adjoining Property, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRLandlord shall not be required to make any repair, WHETHER FORESEEN OR UNFORESEENwhether foreseen or unforeseen, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYor to maintain any of the Leased Premises or Adjoining Property in any way, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDand Tenant hereby expressly waives the right to make repairs at the expense of the Landlord, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing which right may otherwise be provided for in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds any law now or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)hereafter in effect. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times times, including any Requisition period, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) and the Equipment in the same (or better) condition and order of repair as exists as of the Commencement Datedate of this Lease, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c13 (c) and 14(g)14 (g) of this Lease. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations Tenant acknowledges that it has received the Premises in good condition, repair and appearance. Tenant is permitted to make pursuant to this Leaseagrees that, Tenant shall at all times putits expense, it will keep and maintain the Leased Premises (includingPremises, without limitationincluding any altered, the roofrebuilt, landscapingadditional or substituted buildings, wallsstructures and other improvements thereto, footings, foundations and structural components of the Leased Premises) in the same (or better) good condition and order of repair as exists as of the Commencement Daterepair. It will make promptly, except for all structural and nonstructural, foreseen and unforeseen, ordinary wear and tear, extraordinary changes and shall promptly make all repairs and or replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in such good 8 49 condition, repair and appearance and it will keep the order Premises orderly and condition required by this Paragraph 11(a)free and clear of rubbish. Tenant shall do covenants not to install any underground storage tanks on the Premises. Tenant agrees that its obligation to maintain and repair the Premises as set forth in this Section 5.1 benefit both Landlord and Tenant, are the sole responsibility of Tenant, and may not be delegated. Tenant further covenants to perform or cause others to do observe all shoring of the Leased Premises terms, covenants or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason conditions of any Legal Requirements reciprocal easement or Insurance Requirements, maintenance agreement to which it may at any time be required a party or to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in which the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)Premises are currently subject. Tenant shall, in all eventsat its expense, use its best efforts to enforce compliance with any reciprocal easement or maintenance agreement benefiting the Premises by any other person subject to such agreement. Landlord shall not be required to maintain, repair or rebuild, or to make all repairs for which it is responsible hereunder promptly (but any Alterations of any nature to the Premises, or any part thereof, whether ordinary or extraordinary, structural or nonstructural, foreseen or not foreseen, or to maintain the Premises or any part thereof in any way. Tenant hereby expressly waives the right to make repairs at the expense of Landlord which may be provided for in any law in effect at the time of the commencement of the term of this Lease or which may thereafter be enacted. In the event that the Premises shall commence actions violate any law and as a result of such violation an enforcement action is threatened or commenced against Tenant or with respect to initiate the Premises, then Tenant shall either (i) obtain valid and effective waivers or settlements of all claims, liabilities and damages resulting from each such repairs violation, whether the same shall affect Landlord, Tenant or both, or (ii) take such action as quickly as possible after the date Tenant becomes aware that shall be necessary to remove such repairs are violation, including, if necessary, ormaking any necessary repairs or replacements, in the event of a Restoration pursuant to Paragraph 13(c) structural or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerotherwise.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant Subtenant shall at all times put, not damage the Premises and shall keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components interior of the Leased Premises) Premises and all additions, alterations, and improvements thereto in the same (or better) good condition and order repair, including but not limited to the exterior doors, windows and window frames, custodial services, carpet cleaning, window washing, other minor interior repairs and maintenance, bulb replacement, and reasonable periodic painting as determined by Sublessor. Subtenant shall, further, keep the Premises in a clean, safe and healthy condition free of repair insects, rodents, termites, vermin and other pests so as exists as to conform to all lawful requirements, laws and ordinances and directions of the Commencement Dateproper public authorities. In the event any portion of the Premises shall be damaged because of improvements installed by Subtenant or through the fault or neglect of Subtenant, except for ordinary wear and tear, and Subtenant shall promptly and properly repair such damages at its cost even though it involves foundation or structural repairs. If Subtenant refuses or neglects to commence or complete said repairs and/or replacements promptly and adequately, Sublessor may, but shall not be required to, make all or complete said repairs and replacements and Subtenant shall pay the costs thereof to Sublessor upon demand. Subtenant shall coordinate its trash removal with the Sublessor and shall deposit its ordinary trash and refuse in the trash dumpster provided by the Sublessor (or Lessor, as the case may be). Subtenant shall be responsible for the collection, storage, and disposal of every kind its extraordinary trash and naturerefuse including, whether foreseen but not limited to, bio-hazardous materials, chemicals, and low-level nuclear materials as provided in Section 23. Said collection, storage, and disposal shall be in accordance with Section 5 hereof and subject to the general direction of The Ohio State University's Office of Environmental and Occupational Health and Safety. All repairs and replacements made by Subtenant shall be equal or unforeseenbetter in quality to the original work. If Subtenant refuses or neglects to commence or complete repairs and/or replacements for which Subtenant is responsible, which may promptly and adequately, Sublessor may, but shall not be required to, make or complete said repairs and replacements, and Subtenant shall pay the costs thereof to be made Sublessor immediately upon or in connection with the Leased Premises in order Sublessor giving notice of same to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereofSubtenant; provided, by reason of or in connection with any excavation or other building operation upon any of the Leased Premiseshowever, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take that no such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing by Sublessor shall in the preceding sentence shall any way be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible be a waiver by Sublessor of any right Sublessor may have hereunder promptly (but in on account of any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerdefault by Subtenant.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease9.1.1 Lessee, Tenant at its expense, shall at all times put, keep and maintain the Leased Premises (includingProperty, without limitationand every portion thereof, Lessee’s Personal Property and all Capital Additions, and all private roadways, sidewalks and curbs appurtenant to the Leased Property, and which are under Lessee’s control in good order and repair whether or not the need for such repairs occurs as a result of Lessee’s use, any prior use, the roof, landscaping, walls, footings, foundations and structural components elements or the age of the Leased Premises) Property, Lessee’s Personal Property and all Capital Additions, and, with reasonable promptness, make all necessary and appropriate repairs thereto of every kind and nature, including those necessary to comply with changes in the same (any Legal Requirements, whether interior or better) exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen or arising by reason of a condition and order of repair as exists as of existing prior to the Commencement Date. All repairs shall be at least equivalent in quality to the original work. Lessee will not take or omit to take any action the taking or omission of which might materially impair the value or the usefulness of the Leased Property, any Capital Additions, or any part(s) thereof for the Primary Intended Use. The provisions of this Section 9.1.1 are subject to the provisions of Section 9.1.4 below which expressly permit the Leased Property, Lessee’s Personal Property and all Capital Additions to be surrendered at the expiration or earlier termination of the Term in the condition in which such Leased Property was originally received from Lessor and such Lessee’s Personal Property and Capital Additions were originally introduced to each Facility, except as repaired, rebuilt, restored, altered or added to as permitted or required by the provisions of this Lease and except for ordinary wear and tear. 9.1.2 Lessor shall not under any circumstances be required to (i) build or rebuild any improvements on the Leased Property or any Capital Additions; (ii) make any repairs, and shall promptly make all repairs and replacements replacements, alterations, restorations or renewals of every kind and natureany nature to the Leased Property, whether ordinary or extraordinary, structural or non-structural, foreseen or unforeseen, which may be required or to be made upon make any expenditure whatsoever with respect thereto; or in connection with the Leased Premises in order to keep and (iii) maintain the Leased Premises Property or any Capital Additions in any way. Lessee hereby waives, to the order and condition required extent permitted by this Paragraph 11(a). Tenant shall do or cause others law, the right to do all shoring make repairs at the expense of Lessor pursuant to any law in effect at the time of the Leased Premises execution of this Lease or hereafter enacted. 9.1.3 Nothing contained in this Lease and no action or inaction by Lessor shall be construed as (i) constituting the consent or request of foundations and walls Lessor, expressed or implied, to any contractor, subcontractor, laborer, materialman or vendor to or for the performance of any labor or services or the Improvements and every furnishing of any materials or other act necessary property for the construction, alteration, addition, repair or appropriate for preservation and safety thereof, by reason demolition of or in connection with to the Leased Property, any excavation Capital Additions or any part(s) thereof; or (ii) giving Lessee any right, power or permission to contract for or permit the performance of any labor or services or the furnishing of any materials or other building operation upon any of property in such fashion as would permit the Leased Premises, whether or not Landlord shall, by reason making of any Legal Requirements claim against Lessor in respect thereof or Insurance Requirementsto make any agreement that may create, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after way be the date Tenant becomes aware that such repairs are necessarybasis for, orany right, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.title,

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted 9. 1 Sublessor's Maintenance and Repair Obligations. Sublessor shall, subject to make pursuant reimbursement by Sublessee's Share of Operating Expenses in excess of the Operating Expense Base, and subject to this LeaseSection 9.2, Tenant shall at all times putArticle XII and Article XIII, keep maintain in good condition and maintain repair the Leased Premises roof (including, without limitation, as needed, any replacement thereof), exterior walls, and foundation of the Building, provide normal maintenance services for the HVAC serving the Building through maintenance contracts or otherwise, and paint the exterior of the Building and clean the exterior windows of the Building as and when such painting or window cleaning, as the case may be, become necessary at Sublessor's reasonable discretion. Sublessor shall also provide maintenance and repair services to the building standard plumbing, electrical, natural gas, telephone and mechanical systems serving the Premises (but not including any service dedicated for Sublessee's exclusive use installed by or on behalf of Sublessee). Except in the case of any emergency of which Sublessor is aware, Sublessor shall not be required to make any repairs to the roof, landscaping, exterior walls, footingsexterior entrances, foundations foundation or to any systems within the Premises unless and structural components until Sublessee has given Notice to Sublessor of the Leased Premises) in the same (or better) condition need for such repair and order Sublessor shall have a reasonable period of repair as exists as of the Commencement Datetime thereafter to commence and complete said repair; provided, except for ordinary wear and tearhowever, and Sublessor shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may not be required to make any repairs stated in Sublessee's Notice except to the extent required of Sublessor under this Sublease. Subject to Section 7.3(b), the cost of any maintenance and repairs on the part of Sublessor provided for in this Section 9.1 shall be considered part of Building Costs, except that repairs which arise out of any negligence or willful misconduct of Sublessee or Sublessee's Agents shall be made upon or in connection with at the Leased Premises in order expense of Sublessee. Sublessor's obligation to keep so repair and maintain the Leased Premises shall be limited to the cost of effecting such repair and maintenance and in the order and condition required by this Paragraph 11(a). Tenant no event shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or Sublessor be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRany expenses in excess of said amounts, WHETHER FORESEEN OR UNFORESEENincluding but not limited to, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYany consequential damages, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds opportunity costs or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) lost profits incurred or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannersuffered by Sublessee.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Leaseacknowledges that, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Substantial Completion Date, (but without limitation upon Landlord’s obligations under Exhibit A to achieve Final Completion) it will have received the Premises in good order and repair. During the Lease Term, Tenant, at its own expense, will maintain all parts of the Premises in good repair and condition, except for ordinary wear and teartear (but subject to Landlord’s obligation to achieve Final Completion), and shall promptly will take all action and will make all structural and non-structural, foreseen and unforeseen and ordinary and extraordinary changes and repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to keep all parts of the Premises in good repair and condition with a reasonable useful life for the Permitted Use, including but not limited to, all necessary structural replacements; provided, however, that Tenant shall not be required to replace the roof upon the expiration of the Lease Term unless the roof is reasonably determined not to be in good working order or to have a useful life of less than five (5) years, except to the extent replacement becomes necessary as a result of damage caused by Tenant or any Tenant Party. Such determination shall be made upon by a reputable roofing consultant reasonably acceptable to Landlord and Tenant in the final eighteen (18) months of the Term. Without limitation of the foregoing, during the Lease Term, Tenant shall, at Tenant’s sole cost, be solely liable for, and shall provide for, the maintenance, repair, and replacement, as necessary, of all plumbing, heating, refrigeration, air conditioning, ventilating, electrical, lighting facilities and equipment within the Premises, fixtures, interior and exterior walls, the floor, the roof, the inside of exterior walls, ceilings, decking, floors, windows, doors, plate glass and skylights located within the Premises, and signs. Tenant shall, at Tenant’s sole cost and expense, enter into and keep in effect at all times during the Lease Term maintenance and service contracts with respect to HVAC and refrigeration systems at the Premises. During the Lease Term, Tenant shall perform all required landscaping and replacement, repairs and maintenance of the exterior parking areas, sidewalks and truck courts at the Premises and shall repair, at its expense, any damage to the Premises arising out of Tenant’s use or occupancy thereof, including damage caused by bringing into the Premises any property, all regardless of fault, or by whom such damage shall be caused. All repairs, replacements and reconstruction made by or on behalf of Tenant shall be made and performed: (a) at Tenant’s cost and expense (b) by contractors or mechanics that are appropriately Certain identified information marked with [***] has been excluded from this exhibit because it is not material and is of the type that the registrant treats as private and confidential. licensed (if necessary), (c) at least equal in quality of materials and workmanship to the original work or installation and in accordance with the requirements of applicable Warranties (as defined in Exhibit B attached hereto), and (d) in accordance with all Declarations and all applicable laws and regulations of governmental authorities having jurisdiction over the Premises. Landlord shall not be required to maintain, repair, replace or rebuild all or any part of the Premises, other than in connection with the Leased Premises in order to keep Substantial Completion and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring Final Completion of the Leased Premises or of foundations and walls of the Building Improvements and every other act necessary or appropriate for preservation and safety thereof, contemplated by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.Exhibit A.

Maintenance and Repair. (a) Except as otherwise set forth herein, Landlord shall, throughout the Term of this keep the Building and the other improvements now or hereafter located upon the Land, and any sidewalks, parking areas, curbs and access ways upon or adjoining the Premises, in good repair. Landlord shall also maintain the lawn on the Premises, provided that Landlord shall expend up to but not more than $350.00 per month for any Alterations lawn maintenance. In the event that Tenant is permitted requires additional lawn maintenance, the cost of which would exceed $350.00 per month, said excess expense shall be the sole and exclusive responsibility of the Tenant and shall be paid to the Landlord as additional rent. In addition, Landlord shall replace the plantings around the front sign and at the front of the Building twice yearly with seasonally appropriate plantings of Landlord's selection. Landlord shall expend up to but not more than $200.00 per year for the plantings. In the event that Tenant requires additional plantings, the cost of which would exceed $200 per year, said excess expense shall be the sole and exclusive responsibility of the Tenant and shall be paid to the Landlord as additional rent. The foregoing notwithstanding, Landlord shall not be obligated to make pursuant any repairs or improvements to this Leaseany improvements or fixtures installed by the Tenant. Landlord shall also not be obligated to make any repairs or improvements necessitated by the negligent, willful or wanton acts or omissions of Tenant, its agents, employees, representatives, licensees or invitees, the parties expressly agreeing that any such repairs, replacement or improvement arising from such negligent, willful or wanton acts or omissions are the exclusive responsibility of the Tenant and shall be promptly pursued to completion at Tenant's sole cost and expense. Tenant shall at be further responsible for the routine cleaning and janitorial service for the Premises, maintaining and changing all times putfilters for the HVAC system, keep maintaining all internal lighting (including replacing bulbs as necessary) and maintaining all toilets; provided, Landlord shall have the exclusive responsibility to maintain in good order the Leased Premises (includingplumbing, without limitation, the roof, landscaping, walls, footings, foundations electrical and structural gas components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except 17.1 Landlord shall, subject to reimbursement for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times putOperating Costs, keep and maintain the Leased Premises (includingin good repair and working order, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary subject to reasonable wear and tear: (1) structural elements of the Building; (2) standard mechanical (including HVAC), electrical, plumbing and shall promptly make all repairs fire/life safety systems serving the Building generally, together with air filters provided by Landlord for the HVAC serving the Premises, if any and replacements standard light fixtures provided by Landlord to the Premises, if any; (3) Common Areas; (4) the roof of every kind the Building; (5) exterior windows of the Building; and nature(6) elevators serving the Building, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep reasonable wear and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)tear excepted. Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason give immediate written notice of any Legal Requirements or Insurance Requirements, be required repairs to take Landlord and Landlord shall have a reasonable time after receipt by Landlord of such action or be liable for failure written notice in which to do somake such repairs. LANDLORD SHALL NOT BE REQUIRED LIABLE TO MAKE TENANT FOR ANY REPAIRINTERRUPTION OF TENANT’S BUSINESS OR INCONVENIENCE CAUSED DUE TO ANY WORK PERFORMED IN THE PREMISES OR IN THE PROJECT PURSUANT TO LANDLORD’S RIGHTS AND OBLIGATIONS UNDER THE LEASE. TO THE EXTENT ALLOWED BY LAW, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD’S EXPENSE. If Landlord would be required to perform any maintenance or make any repairs because of: (a) modifications to the roof, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing walls, foundation, and floor of the Building from that set forth in the preceding sentence Landlord’s plans and specifications which are required by Tenant’s design for improvements, alterations and additions; (b) installation of Tenant’s improvements, fixtures, or equipment; (c) a negligent or wrongful act of Tenant or Tenant’s Permittees; or, (d) Tenant’s failure to perform any of Tenant’s obligations under this Lease following five (5) business days prior written notice to Tenant (except where such delay could result in injury to persons or damage to property in which case no notice shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(grequired), within sixty (60) days of Landlord may perform the date insurance proceeds maintenance or a condemnation award has been paid to the Trustee (it being understood that repairs and Tenant shall take such steps as are reasonably necessary to protect and preserve pay Landlord the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannercost thereof.

Maintenance and Repair. (a) Except This Section 26 shall be applicable for as long as Advanced Medical Optics, Inc., or its successors and assigns is either a Tenant under the Lease or a Subtenant of any Alterations that Tenant is permitted portion of the Premises. In addition to make pursuant to this the repair and maintenance obligations under the Lease, Tenant shall shall, at all times putTenant's sole cost and expense, keep (i) all improvements in the Lab Areas and maintain the Leased Future Lab Areas, and any other Alterations to the Premises made by Subtenant, and every part thereof, in a first class condition, and (ii) the remainder of the Premises (includingstructural and nonstructural, without limitation, the roof, landscaping, walls, footings, foundations and structural components interior and exterior) and all portions of the Leased Premises) in HVAC, electrical, mechanical and plumbing systems serving the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)the Lease. Tenant It is intended by the parties hereto that Landlord shall do have no obligation, in any manner whatsoever, to repair or cause others maintain the Premises, the improvements located therein or the equipment therein, or the utility systems, whether structural or nonstructural, all of which obligations are intended to do all shoring be the expense of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased PremisesTenant, whether or not such repairs, maintenance or restoration shall have a useful life extending beyond the term of the Lease. Tenant's maintenance of the HVAC, mechanical, plumbing and electrical systems shall comply with the manufacturers' recommended operating and maintenance procedures and Tenant shall enter into and pay for maintenance contracts for the HVAC, mechanical, electrical and plumbing systems, satisfactory to Landlord shallin its good faith discretion, and maintaining such systems in accordance with the manufacturers' recommended operating and maintenance procedures. Notwithstanding the foregoing, Tenant shall have the right to have the mechanical, plumbing, HVAC system and electrical systems (other than the power generators and elevators) serviced and maintained by reason of any Legal Requirements its employees, provided (i) such employees are properly trained and certified or Insurance Requirementslicensed, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence (ii) Tenant shall provide maintenance and service reports on a not less than annual basis which shall be deemed reasonably acceptable to preclude Landlord and (iii) Landlord shall have the right to inspect the HVAC system to determine that it is being adequately serviced and maintained by Tenant. In addition to the above requirements, Tenant from being entitled to insurance proceeds at Tenant's sole cost and expense, shall be responsible for repainting the exterior of the building on or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)before November 1, 2005. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions coordinate with Subtenant regarding scheduling a time to initiate such repairs as quickly as possible after complete the date painting. Subtenant and Tenant becomes aware that such repairs are necessary, or, in shall mutually agree on the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days color and quality of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)paint, and all repairs which shall be made in a good, proper and workmanlike mannersubject to approval by Landlord.

Maintenance and Repair. (a) Except Tenant, at its expense and without the prior consent of Landlord, shall maintain the Leased Property and Tenant’s Property, and every portion thereof, and all private roadways, sidewalks and curbs appurtenant to the Leased Property, and which are under Tenant’s control in good order and repair whether or not the need for such repairs occurs as a result of Tenant’s use, any Alterations that prior use, the elements or the age of the Leased Property and Tenant’s Property, and, with reasonable promptness, make all commercially reasonable and necessary and appropriate repairs thereto of every kind and nature, including those necessary to ensure continuing compliance with all Legal Requirements, whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen or arising by reason of a condition existing prior to the Commencement Date (including, but not limited to any latent or patent defects of the Leased Property). All repairs shall be at least equivalent in quality to the original work. Tenant is permitted will not take or omit to make pursuant take any action the taking or omission of which would reasonably be expected to this Lease, materially impair the value or the usefulness of the Leased Property or any part thereof or any Capital Improvement thereto for its Primary Intended Use. Tenant shall provide, install and at all times put, keep and maintain in the Leased Premises (all suitable furniture, fixtures and equipment, including, without limitation, the roofGaming Equipment, landscapingand all personal property necessary for the conduct of the Primary Intended Use. Notwithstanding the foregoing, wallsif Tenant reasonably believes that an election to not maintain, footings, foundations and structural components repair or replace any portion of the Leased Premises) Property or Tenant’s Property is in the same (best of interest of Tenant and the failure to maintain, repair or betterreplace such item(s) condition and order of repair as exists as of could not be reasonably expected to impair the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring fair market value of the Leased Premises or Property and Tenant’s Property, then Tenant may seek Landlord’s consent to waive compliance with the obligations of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection this Section 9.1 solely with respect to any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(gitem(s), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant which consent shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall not be made in a good, proper and workmanlike mannerunreasonably withheld.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant Landlord shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may not be required to be made upon make any improvements, replacements or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason repairs of any Legal Requirements kind or Insurance Requirements, be required character to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)Premises during the terms of this Lease. Tenant shall, at all times throughout the term of this Lease, including renewals and extensions, and at its sole expense, keep, maintain, repair and replace the Premises in all eventsa clean, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions safe, sanitary condition, substantially similar to initiate such repairs that as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to hereof, and in compliance with all applicable laws, codes, ordinances, rules and regulations. Tenant’s obligations hereunder shall include, but not be limited to, the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect maintenance, repair, and preserve the integrity and safety replacement, if necessary, of the Leased Premises pending such payment) roof, foundation, parking and shall diligently pursue such repairs to completion)access areas, structures, and all heating, ventilation, air conditioning, lighting and plumbing fixtures and equipment, fixtures, motors and machinery, all walls, partitions, doors and windows, including the regular painting thereof, all entrances, windows, doors and docks and the replacement of all broken glass. When used in this provision, the term “repairs” shall include replacements or renewals when necessary, and all such repairs made by the Tenant shall be made equal in quality and class to the original work. The Tenant shall keep and maintain all portions of the Premises and the sidewalk and areas adjoining the same in a goodclean and orderly condition, proper free of accumulation of dirt, rubbish, snow and workmanlike mannerice. If Tenant fails, refuses or neglects to maintain or repair the Premises as required in this Lease after notice of default and expiration of grace period, if any, shall have been given Tenant, in accordance with this Lease, Landlord may make such repairs without liability to Tenant for any loss or damage that may accrue to Tenant’s merchandise, fixtures or other property or to Tenant’s business by reason thereof, and upon completion thereof. Tenant shall pay to Landlord all costs plus eight percent (8%) for overhead incurred by Landlord in making such repairs upon presentation to Tenant of xxxx therefor. Within twelve (12) months of the date hereof, Tenant agrees to repair or replace the roof on the 5,000 square foot building located on the Premises.

Maintenance and Repair. Keep the Demised Premises and improvements erected thereon in good condition and repair, including all plumbing, heating, electrical and air conditioning systems and any loading facilities including loading doors and dock bumpers. Tenant at its own expense shall enter into a maintenance contract (a"Maintenance Contract") Except with a heating and air conditioning repair service acceptable to Landlord for the Demised Term and shall provide Landlord with a copy of same. The specifications for the Maintenance Contract are attached hereto as Exhibit "B". The Demised Premises and the buildings and improvements thereon erected at any Alterations that Tenant is permitted reasonable time, and from time to make pursuant to this Leasetime, for the purpose of inspecting and appraising the same. The Tenant shall at comply with all times putorders, keep regulations, rules and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements requirements of every kind and nature relating to the Demised Premises, now or hereafter in effect, of the Federal, State, Municipal or other governmental authorities having power to enact, adopt, impose or require the same, whether they be usual or unusual, ordinary or extraordinary, and whether they or any of them relate to structural changes or requirements of whatever nature, whether foreseen or unforeseento changes or requirements incident thereto, which may be required to be made upon or in connection with as the Leased Premises in order to keep result of the use or occupation thereof by Tenant, and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others pay all costs and expenses incidental to do such compliance, and shall indemnify and save harmless the Landlord from all shoring of the Leased Premises or of foundations expense, and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, damages by reason of any Legal Requirements notices, orders, violations or Insurance Requirementspenalties filed against or imposed upon the Demised Premises or against the Landlord as owner thereof, be required because of the failure of the Tenant to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)comply with this covenant. Tenant shallfurther agrees to keep the Demised Premises clean and free from all ashes, in dirt and other refuse matter; replace all eventsglass windows, make doors, etc., which are broken; and keep all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in waste and drain pipes open. In the event of a Restoration pursuant the failure of Tenant promptly to perform the covenants of Paragraph 13(c8(b) or 14(g)hereof, within sixty (60) days Landlord may go upon the Demised Premises and perform such covenants, the cost thereof, at the sole option of the date insurance proceeds or a condemnation award has been paid Landlord, to the Trustee (it being understood that be charged to Tenant shall take such steps as are reasonably necessary to protect additional and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerdelinquent rent.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease9.1.1 Tenant, Tenant shall at all times putits expense, will keep and maintain the Leased Premises (includingProperties, without limitationand all landscaping, private roadways, sidewalks and curbs appurtenant thereto which are under Tenant’s control and Tenant’s Personal Property in good order and repair, whether or not the need for such repairs arises out of Tenant’s use, any prior use, the roof, landscaping, walls, footings, foundations and structural components elements or the age of the Leased Premises) in Property or any portion thereof, or any cause whatsoever except the same (act or better) condition and order negligence of repair as exists as of the Commencement Date, except for ordinary wear and tearLandlord, and with reasonable promptness shall promptly make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether interior or exterior, structural or non‑structural, ordinary or extraordinary, foreseen or unforeseenunforeseen or arising by reason of a condition existing prior to the Commencement Date (concealed or otherwise) or existing after February 1, 2003 with respect to the Treemont Facility, and July 1, 2003 with respect to the Katy Facility and the Humble Facility; provided, however, that Tenant shall be permitted to prosecute claims against Landlord’s predecessor in title for breach of any representation or warranty made to or for the benefit of Landlord, or for latent defects in any Leased Property. Additionally, during the Term of this Lease, upon request and at the cost and expense of Tenant, and with respect only to the Leased Properties that were the subject of the Terminated Leases, Landlord agrees to use commercially reasonable efforts to pursue any right or claim Landlord may have against the seller under the applicable purchase agreement by which such Leased Properties were acquired for breach of any covenant, warranty or representation made with respect to the title, condition, use and operation of any Leased Property, or for latent defects in any Leased Property, the successful pursuit of which may benefit or assist Tenant in, or provide financial recovery to Tenant for, the performance of its obligations under this Lease. Where such right or claim may be required prosecuted by the assignee of Landlord, then Tenant shall be permitted to be prosecute such right or claim, at Tenant's cost and expense, and, to the extent A request for confidential treatment has been made upon or in connection with respect to portions of this document that are marked ‘[*****]’. The redacted portions have been filed separately with the Leased Premises SEC. 46 Master Lease (OHI - Diversicare) Derwent – 9.25.18 permitted by law, the applicable Landlord hereby assigns to Tenant all of such Landlord's rights to fully prosecute any such right or claims. Landlord shall cooperate in order to keep and maintain the Leased Premises good faith with Tenant in the order prosecution of any such right or claim, in the applicable Landlord's or Tenant's name, all at Tenant's cost and condition required by this Paragraph 11(a)expense. Tenant shall do at all times maintain, operate and otherwise manage the Leased Properties on a quality basis and in a manner consistent with the standards of the highest quality competing facilities in the market areas served by the Leased Properties. All repairs shall, to the extent reasonably achievable, be at least equivalent in quality to the original work or, subject to the provisions of Paragraph 9.1.4, below, the property to be repaired shall be replaced. Tenant will not take or cause others omit to do all shoring take any action the taking or omission of which might materially impair the value or the usefulness of the Leased Premises Properties or of foundations and walls of any parts thereof for the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerPrimary Intended Use.

Maintenance and Repair. 9.1.1 Lessee, at its expense, shall maintain the Leased Property, and every portion thereof, Lessee's Personal Property and all Capital Additions, and all private roadways, sidewalks and curbs appurtenant to the Leased Property, and which are under Lessee's control in good order and repair whether or not the need for such repairs occurs as a result of Lessee's use, any prior use, the elements or the age of the Leased Property, Lessee's Personal Property and all Capital Additions, and, with reasonable promptness, make all necessary and appropriate repairs thereto of every kind and nature, including, without limitations all repairs described in Section 9.1.6 within the time periods specified in Section 9.1.6, and those necessary to comply with changes in any Legal Requirements, whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen or arising by reason of a condition existing prior to the Restatement Date. All repairs shall be at least equivalent in quality to the original work. Lessee will not take or omit to take any action the taking or omission of which might materially impair the value or the usefulness of the Leased Property or any part thereof or any Capital Addition thereto for its Primary Intended Use. 9.1.2 Lessor shall not under any circumstances be required to (ai) Except for build or rebuild any Alterations that Tenant is permitted improvements on the Leased Property; (ii) make any repairs, replacements, alterations, restorations or renewals of any nature to the Leased Property, whether ordinary or extraordinary, structural or non-structural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto; or (iii) maintain the Leased Property in any way. Lessee hereby waives, to the extent permitted by law, the right to make repairs at the expense of Lessor pursuant to any law in effect at the time of the execution of this Lease or hereafter enacted. 9.1.3 Nothing contained in this Lease and no action or inaction by Lessor shall be construed as (i) constituting the consent or request of Lessor, expressed or implied, to any contractor, subcontractor, laborer, materialman or vendor to or for the performance of any labor or services or the furnishing of any materials or other property for the construction, alteration, addition, repair or demolition of or to the Leased Property or any part thereof or any Capital Addition thereto; or (ii) giving Lessee any right, power or permission to contract for or permit the performance of any labor or services or the furnishing of any materials or other property in such fashion as would permit the making of any claim against Lessor in respect thereof or to make any agreement that may create, or in any way be the basis for, any right, title, interest, lien, claim or other encumbrance upon the estate of Lessor in the Leased Property, or any portion thereof or any Capital Addition thereto. 9.1.4 Unless Lessor shall convey any of the Leased Property to Lessee pursuant to the provisions of this Lease, Tenant shall at all times putLessee shall, keep upon the expiration or earlier termination of the Term with respect to a Facility, vacate and maintain surrender the Leased Premises (includingProperty, without limitationLessor's Personal Property, the roofportion of Lessee's Personal Property for which Lessor exercises its option pursuant to Section 35.4, landscapingand all Capital Additions in each case with respect to such Facility, walls, footings, foundations and structural components of the Leased Premises) to Lessor in the same (condition in which such Leased Property and Lessor's Personal Property were originally received from Lessor and such Lessee's Personal Property and Capital Additions were originally introduced to such Facility, except as repaired, rebuilt, restored, altered or better) condition added to as permitted or required by the provisions of this Lease and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.9.1.5

Maintenance and Repair. (a) Except At Tenant's expense, and except for any Alterations that Tenant is permitted reasonable wear ---------------------- and tear and damage from fire or other casualty, to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises Property (including, without limitation, the roofall interior and exterior glass, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of systems serving the Leased Premises, whether and all parking areas, driveways, walkways and landscaped areas serving or not Landlord shallappurtenant to the Property) clean, by reason neat, properly maintained and in good order, repair and condition, and to arrange for, or enter into contracts regarding the provision of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure services as are necessary to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRso (including, WHETHER FORESEEN OR UNFORESEENwithout limitation, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYjanitorial services and the removal of rubbish and other wastes from the Property electric lighting to the exterior of the Building, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDparking areas, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in driveways, and walkways serving the preceding sentence shall be deemed to preclude Tenant Property, landscaping of the Site, and the removal of snow and ice from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(call parking areas, driveways, and walkways serving the Property) and 14(g). Tenant shallto keep the Property in as good condition, in all eventsorder and repair as the same are at the Term Commencement Date or thereafter may be put, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessaryreasonable wear and use and damage by fire or other casualty only excepted, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that the foregoing exception for reasonable wear and use shall not relieve Tenant from the obligation to keep the Property in good order, repair and condition including, without limitation, all necessary and ordinary non-structural repairs, replacements and the like, except as otherwise explicitly set forth in the Lease. Tenant also agrees to abide by reasonable rules and regulations which may be adopted by Landlord from time to time. Notwithstanding the foregoing, the Landlord shall take such steps as are reasonably necessary be responsible for (a) the maintenance, repair and replacement obligations set forth in Article 6A below; and (b) if any repair or replacement to protect and preserve be performed by Tenant hereunder is required because of a defect in the integrity and safety Work arising within one (1) year of the Leased Premises pending Substantial Completion of the Work and the Tenant gives the Landlord written notice of such payment) and shall diligently pursue such repairs to completion), and all repairs defect within said one year then Landlord shall be made in a good, proper obligated to perform such repair or replacement at the Landlord's sole cost and workmanlike mannerexpense (and not as part of the Operating Expenses).

Maintenance and Repair. (a) Except for Tenant shall, during the term of this Lease and any Alterations extension or renewals thereof, (i) maintain the Land and all buildings and improvements thereon (interior and exterior, structural and otherwise) in good order and repair, subject to normal wear and tear (and subject to provisions hereof relating to condemnation and casualty) and perform all its obligations to maintain Appurtenant Interests as are imposed on Landlord or Tenant by the instruments granting such Appurtenant Interests; (ii) not commit waste or permit impairment or deterioration of the Premises (normal wear and tear excepted and subject to the provisions hereof relating to casualty and condemnation); (iii) keep the Tenant's Property, including trade fixtures, equipment, machinery and appliances thereon so that Tenant is permitted such items function as originally intended and shall replace such items of Tenant's Property when necessary in accordance with Tenant's normal operations to make pursuant keep such items so that such items function as originally intended; (iv) comply in all material respects with all laws, ordinances, regulations and requirements of any governmental body applicable to this Leasethe Premises (provided, however, Tenant shall at all times puthave the right to contest the same); (v) provide prompt notification to Landlord of any material adverse changes to the Premises, keep and maintain such as material changes in any environmental condition, including the Leased Premises (includingpresence of biocontaminants, such as, but without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tearlimitation mold, and shall promptly make all repairs undertake reasonable remediation (and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or preventative) actions in connection with any excavation or other building operation upon any such environmental condition on the Land and the improvements thereon (to the extent required by applicable environmental law); and (vi) subject to the provisions of Paragraph 4(a) with respect to damage within the last twenty-four (24) months of the Leased PremisesLease resulting from a casualty, whether and Paragraph 6 herein, return the Premises and all buildings and improvements thereon at the expiration of the term of this Lease or not Landlord shallany extension or renewal thereof in as reasonably as good condition as when received, by reason of any Legal Requirements or Insurance Requirements, be required subject to take such action or be liable for failure normal wear and tear (and subject to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed provisions hereof relating to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(cand casualty) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after surrender the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) Appurtenant Interests and shall diligently pursue have performed all of its obligations, if any, with respect to maintaining such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerAppurtenant Interests.

Maintenance and Repair. (ae) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times from and after the Commencement Date, including any Requisition period, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) and the Equipment in the same a similar (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and teartear and the loss of a part of the Leased Premises pursuant to a partial Condemnation with respect to which restoration is not practically feasible, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner. Subject to Paragraph 18, in the event that any Improvement shall violate any Legal Requirements or Insurance Requirements and as a result of such violation enforcement action is threatened or commenced against Tenant or with respect to the Leased Premises, then Tenant, at the request of Landlord, shall either (i) obtain valid and effective waivers or settlements of all claims, liabilities and damages resulting from each such violation, whether the same shall affect Landlord, Tenant or both, or (ii) take such action as shall be necessary to remove such violation, including, if necessary, the making of an Alteration. Any such repair or Alteration shall be made in conformity with the provisions of Paragraph 12. If Tenant shall be in default under any of the provisions of this Xxxxxxxxx 00, Xxxxxxxx may after thirty (30) days written notice given to Tenant and failure of Tenant to cure during said period, but with such shorter notice that is appropriate under the circumstances in the event of an emergency, do whatever is reasonably necessary to cure such default as may be appropriate under the circumstances for the account of and at the expense of Tenant. In the event of an emergency Landlord shall notify Tenant of the situation by phone or other available communication. All reasonable sums so paid by Landlord and all reasonable costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) so incurred, together with interest thereon at the Default Rate from the date of payment or incurring the expense, shall constitute Additional Rent payable by Tenant under this Lease and shall be paid by Tenant to Landlord within five (5) Business Days of demand. Tenant shall from time to time replace with Replacement Equipment any of the Equipment which shall have become worn out or unusable for the purpose for which it is intended, been taken by a Condemnation as provided in Paragraph 13 (provided that Landlord or its Lender releases the Net Award to Tenant as provided in Paragraph 15), or been lost, stolen, damaged or destroyed as provided in Paragraph 14 (provided that Landlord or its Lender releases the Net Proceeds to Tenant as provided in Paragraph 15). Tenant shall repair at its sole cost and expense all damage to the Leased Premises caused by the removal of Equipment or Replaced Equipment or other personal property of Tenant or the installation of Replacement Equipment. All Replacement Equipment shall become the property of Landlord, shall be free and clear of all liens and rights of others and shall become a part of the Equipment as if originally demised herein.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times put, keep and maintain the Leased Premises (includingin as good repair and appearance as they are in on the date hereof and fit to be used for their intended use in accordance with practices then generally recognized as appropriate for high-rise first-class office buildings in midtown Manhattan by prudent institutional owners or operators thereof and, without limitation, in the roof, landscaping, walls, footings, foundations and structural components case of the Leased Premises) Equipment, in as good mechanical condition as it was on the same (or better) condition and order of repair as exists as later of the Commencement Datedate hereof or the date of its installation, except for ordinary wear and teartear excepted and, provided further, that, in all events, the Leased Premises (including all Improvements and Equipment) shall be kept and maintained in accordance with the standards and requirements set forth in the Severance Lease and Condominium Documents. Tenant shall promptly make all repairs and replacements Alterations of every kind and naturenature (structural and non-structural), whether foreseen or unforeseen, which may be required to be made upon necessary or in connection with the Leased Premises in order appropriate to keep and maintain the Leased Premises in compliance with all applicable Legal Requirements and all Insurance Requirements and to comply with the order and condition required by foregoing requirements of this Paragraph 11(a12(a), the Severance Lease, and the Condominium Documents. Tenant Landlord shall do not be required to make any Alteration (structural or cause others non-structural), whether foreseen or unforeseen, or to do all shoring maintain any of the Leased Premises in any way, and Tenant hereby expressly waives any right which may be provided for in any Law now or hereafter in effect to make Alterations at the expense of foundations and walls of the Improvements and every other act necessary Landlord or appropriate for preservation and safety thereof, to require Landlord to make Alterations. Any Alteration made by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to this Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs 12 shall be made in a good, proper and workmanlike mannerconformity with the provisions of Paragraph 13.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times times, including any Requisition period, put, keep and maintain the Leased Premises Properties (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased PremisesProperties) and the Equipment in the same (or better) condition and order of repair as exists as of the Commencement Datedate of this Lease or, if the building or buildings and related improvements on the Properties are not substantially complete as of the date of this Lease, then in the same condition and order of repair as exists as of substantial completion, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises Properties in order to keep and maintain the Leased Premises Properties in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises Properties or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased PremisesProperty, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIRLandlord shall not be required to make any repair, WHETHER FORESEEN OR UNFORESEENwhether foreseen or unforeseen, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAYor to maintain any Property or Adjoining Property in any way, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORDand Tenant hereby expressly waives the right to make repairs at the expense of the Landlord, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECTwhich right may be provided for in any Law now or hereafter in effect. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c13 (c) and 14(g)14 (g) of this Lease. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. Landlord shall make such improvements, repairs or replacements as may be necessary for normal maintenance of the Building Systems serving the Premises, the exterior and the structural portions of the Building and the Common Areas. Subject to the terms of Section 7, the maintenance and repairs to be performed by Landlord hereunder shall be at Landlord’s expense, unless the need for such maintenance or repairs was caused by the negligence or willful misconduct of Tenant, its employees, agents, contractors or invitees, in which event Tenant shall reimburse Landlord for the cost of such maintenance or repairs, plus a construction oversight fee for Landlord in an amount equal to ten percent (a10%) of the cost and expense of such maintenance or repairs. Except for any Alterations to the extent that Tenant Landlord is permitted obligated to make restore and repair the Premises pursuant to Section 23, Tenant, at its sole cost, shall maintain and repair the Premises and otherwise keep the Premises in good order and repair. Any repair or maintenance by Tenant shall be undertaken in accordance with the provisions and requirements of Section 16. Landlord is not responsible for replacing and/or repairing Tenant’s fixtures or any Above Standard improvements, or fixtures. Except as expressly provided in this Lease, Tenant shall at all times putaccept the Premises including any existing appliances and Above Standard fixtures in their “AS IS, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) WHERE IS” condition and order of repair as exists as of the Commencement Effective Date. For purposes of this Lease, except for ordinary wear all Above Standard improvements and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises fixtures existing in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring Premises as of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Effective Date shall be deemed to preclude Tenant from being entitled be Tenant’s property until the expiration or earlier termination of this Lease or Tenant’s right to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days possession of the date insurance proceeds or a condemnation award has been paid to Premises under this Lease, at which time such Above Standard improvements and fixtures shall become the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety property of the Leased Premises pending such payment) Landlord and shall diligently pursue such repairs be surrendered to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord with the Premises.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times putduring the term hereof, keep and at Tenant's sole cost and expense, keep, maintain and repair the Leased building and other improvements which constitute the Demised Premises in good and sanitary order and condition (including, except as hereinafter provided) including without limitation, the roofmaintenance and repair of any storefront, landscapingdoors, wallswindow casements, footingsplate glass, foundations glazing, plumbing, pipes, electrical wiring and structural components of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tearconduits, and shall promptly make all repairs the heating and replacements air conditioning system (if any), including the maintenance of every kind a service contract with a heating and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required air conditioning contractor approved by this Paragraph 11(a)Landlord. Tenant shall do also at its sole cost and expense be responsible for any alterations or cause others improvements to do all shoring the Demised Premises necessitated as a result of the Leased Premises requirement of any municipal, state or federal authority. Tenant hereby waives all right to make repairs at the expense of foundations Landlord, and walls Tenant hereby waives all rights provided for by Section 1941 of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any Civil Code of the Leased State of California to make said repairs. By entering into the Demised Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Tenant shall be deemed to preclude have accepted the Demised Premises as being in good and sanitary order, condition and repair, and Tenant from being entitled agrees on the last day of the term or on the sooner termination of this Lease, to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after surrender the date Tenant becomes aware that such repairs are necessary, orDemised Premises with appurtenances, in the event same condition as when received, reasonable use and wear thereof and, where insurance proceeds are available to Landlord to restore the Demised Premises, damage by fire, act of a Restoration pursuant God or by the elements excepted. Tenant shall periodically sweep and clean the sidewalks adjacent to Paragraph 13(c) or 14(g)the Demised Premises, within sixty (60) days as needed. Landlord shall, subject to Tenant's reimbursement as herein provided, maintain in good repair the exterior walls, roof and sidewalks. Tenant agrees that it will not, nor will it authorize any person to, go onto the roof of the date insurance proceeds or building of which the Demised Premises are a condemnation award has been paid to part without the Trustee (it being understood prior written consent of Landlord. Said consent will be given only upon Landlord's satisfaction that any repairs necessitated as a result of Tenant's action will be made by Tenant shall take such steps as are reasonably necessary to protect at Tenant's expense and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall will be made in such a goodmanner so as not to invalidate any guarantee relating to said roof. Landlord shall not be required to make any repairs to the exterior walls, proper roof and workmanlike mannersidewalks unless and until Tenant has notified Landlord in writing of the need for such repairs and Landlord shall have had a reasonable period of time thereafter to commence and complete said repairs. Tenant shall reimburse Landlord for its pro rata share of the cost of said repairs and maintenance incurred by Landlord, plus a fee equal to 15% of said costs, said pro rata share to be determined according to the area of the Demised Premises as it relates to the total area of the building which contains the Demised Premises.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Leasewill, Tenant shall at all times putTenant’s sole expense, keep and maintain the Leased Premises (includingleased premises and appurtenances in good and sanitary condition and repair during the term of this lease and any renewal thereof. In particular, without limitationTenant shall keep the fixtures in the house or on or about the leased premises in good order and repair; keep the furnace clean; keep the walks free from dirt, snow and debris; deposit all garbage and waste in a clean and sanitary manner into the roof, landscaping, walls, footings, foundations proper receptacles and structural components shall cooperate in keeping the garbage area neat and clean; dispose of items of such size and nature as are not normally acceptable by the garbage hauler; keep the kitchen and bathroom drains free of things that may tend to cause clogging of the Leased Premises) in drains and shall pay for the same (cleaning out of any plumbing fixture that may need to be cleared of stoppage and for the expense or better) condition damage caused by stopping of waste pipes or overflow from bathtubs, wash basins, or sinks; and, at Tenant’s sole expense, shall make all required repairs to the plumbing, range, heating, apparatus, and order electric and gas fixtures whenever damage thereto shall have resulted from Tenant’s misuse, waste, or neglect or that of his employee, family, agent, or visitor. Major maintenance and repair as exists as of the Commencement Dateleased premises, except for ordinary wear not due to Tenant’s misuse, waste, or neglect or that of Tenant’s employee, family, agent, or visitor, shall be the responsibility of the Landlord or Landlord’s assigns. Tenant agrees that no signs shall be placed or painting done on or about the leased premises by the Tenant or at Tenant’s direction without the prior written consent of the Landlord. Tenant agrees to keep sidewalks and teardriveways free of ice, snow, and shall promptly make all repairs debris, and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection safe condition in accordance with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a)city ordinance. Tenant shall do not litter. All cigarette butts must be placed in a proper container and properly disposed of. All service or cause others to do all shoring repairs, which fall within the responsibility of the Leased Premises Landlord, shall be requested by phone, in writing, or via email or the Internet. Tenant shall not make repairs or hire contractors to make repairs. Landlord shall respond to the emergency maintenance request as soon as possible. For the purposes of foundations this Rental Agreement, emergency maintenance is fire, flood, and walls uncontrollable water, backed up sewer, electrical problem endangering life, or smell of gas. Tenant is directed to call 911 for emergencies causing immediate danger such as fire. Tenant agrees to attempt to remedy all of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required below maintenance issues prior to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.notifying Landlord:

Maintenance and Repair. 9.1.1 Lessee, at its expense, shall maintain the Leased Property, and every portion thereof, Lessee's Personal Property and all Capital Additions, and all private roadways, sidewalks and curbs appurtenant to the Leased Property, and which are under Lessee's control in good order and repair whether or not the need for such repairs occurs as a result of Lessee's use, any prior use, the elements or the age of the Leased Property, Lessee's Personal Property and all Capital Additions, and, with reasonable promptness, make all necessary and appropriate repairs thereto of every kind and nature, including, without limitations all repairs described in Section 9.1.6 within the time periods specified in Section 9.1.6, and those necessary to comply with changes in any Legal Requirements, whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen or arising by reason of a condition existing prior to the Commencement Date. All repairs shall be at least equivalent in quality to the original work. Lessee will not take or omit to take any action the taking or omission of which might materially impair the value or the usefulness of the Leased Property or any part thereof or any Capital Addition thereto for its Primary Intended Use. 9.1.2 Lessor shall not under any circumstances be required to (ai) Except for build or rebuild any Alterations that Tenant is permitted improvements on the Leased Property; (ii) make any repairs, replacements, alterations, restorations or renewals of any nature to the Leased Property, whether ordinary or extraordinary, structural or non-structural, foreseen or unforeseen, or to make any expenditure whatsoever with respect thereto; or (iii) maintain the Leased Property in any way. Lessee hereby waives, to the extent permitted by law, the right to make repairs at the expense of Lessor pursuant to any law in effect at the time of the execution of this Lease or hereafter enacted. 9.1.3 Nothing contained in this Lease and no action or inaction by Lessor shall be construed as (i) constituting the consent or request of Lessor, expressed or implied, to any contractor, subcontractor, laborer, materialman or vendor to or for the performance of any labor or services or the furnishing of any materials or other property for the construction, alteration, addition, repair or demolition of or to the Leased Property or any part thereof or any Capital Addition thereto; or (ii) giving Lessee any right, power or permission to contract for or permit the performance of any labor or services or the furnishing of any materials or other property in such fashion as would permit the making of any claim against Lessor in respect thereof or to make any agreement that may create, or in any way be the basis for, any right, title, interest, lien, claim or other encumbrance upon the estate of Lessor in the Leased Property, or any portion thereof or any Capital Addition thereto. 9.1.4 Unless Lessor shall convey any of the Leased Property to Lessee pursuant to the provisions of this Lease, Tenant shall at all times putLessee shall, keep upon the expiration or earlier termination of the Term with respect to a Facility, vacate and maintain surrender the Leased Premises (includingProperty, without limitationLessor's Personal Property, the roofLessee's Personal Property and all Capital Additions in each case with respect to such Facility, landscaping, walls, footings, foundations and structural components of the Leased Premises) to Lessor in the same (condition in which such Leased Property and Lessor's Personal Property were originally received from Lessor and such Lessee's Personal Property and Capital Additions were originally introduced to such Facility, except as repaired, rebuilt, restored, altered or better) condition added to as permitted or required by the provisions of this Lease and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.9.2

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseThroughout the Term, Tenant Lessee shall at its sole risk, cost and expense take good care of the Freezer Land and of any buildings, structures, facilities, improvements, landscaping, grounds and appurtenances constituting a part thereof, and keep the same and all times putparts thereof, keep together with any and maintain all Alterations, in good and safe order and condition, in accordance with the Leased Premises practices of prudent owners of similar properties in the area in which the Freezer Land is located and at least equal to the maintenance standards of Lessee or its Affiliates with respect to similar properties owned or operated by Lessee or its Affiliates, suffering no waste or injury, and shall, at Lessee's sole risk, cost and expense, make all changes and repairs, restorations and replacements (collectively, "REPAIRS"), interior and exterior, structural and non-structural, ordinary and extraordinary, foreseen and unforeseen, in and to the Freezer Land or any part thereof, and equipment and personal property in and upon the Freezer Land or any part thereof, including, without limitation, vaults, sidewalks, curbs, water, sewer and gas connections, meters, pipes and mains, and all other fixtures and equipment now or hereafter belonging to the roofFreezer Land or any part thereof, landscaping, walls, footings, foundations and structural components of which Repairs may be required to maintain the Leased Premises) Freezer Land in the same (or better) good mechanical condition and order of repair as exists as of the Commencement Daterepair, except for ordinary wear and teartear excepted, and shall promptly make all repairs and replacements of every kind and naturein accordance with prudent industry practice, whether foreseen or unforeseen, which may be required pursuant to any Applicable Law or insurance requirement under SECTION 9 hereof. Lessee shall, in accordance with the standards set forth in this SECTION 6, repair or replace each item constituting the Freezer Land that shall have become worn out in whole or in part; provided, however, that the fair market value of the Freezer Land shall not be made upon lessened thereby and that such replacements shall be of a type currently used in the industry for the same purpose. All materials and equipment used or installed in connection with such repairs, restorations and replacements shall be at least equivalent in standard, quality and usefulness to the Leased Premises in order to keep standard, quality and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring usefulness of the Leased Premises or of foundations original materials and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerequipment.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted hereby acknowledges that, to make pursuant to this comply with its obligations under Sections 5.4 and 5.6 of the Lease, Tenant shall at all times put, keep and maintain must cause certain repairs to be made to the Leased Premises (including, without limitation, the roofRelinquished Space). Without limiting the rights and remedies of Landlord in the event of Tenant's failure to make such repairs, landscaping, walls, footings, foundations and structural components Landlord shall notify Tenant of the Leased Premises) in the same (or better) condition date and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and time reasonably designated by Landlord during which Landlord shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with inspect the Leased Premises in order as it exists on the Effective Date (including, without limitation, the Relinquished Space) to keep and maintain identify all items of damage and/or improper maintenance for which Tenant is responsible. Tenant shall permit Landlord to inspect the Leased Premises for such purposes, and upon completion of such inspection, Landlord shall provide Tenant with a list of all items requiring repair and/or replacement at that time. Upon Landlord's identification of such items, Landlord shall be authorized to make all listed repairs and/or replacements at Tenant's expense, using a reputable contractor selected by Landlord. As such items are repaired and/or replaced, and/or upon completion of such repairs and/or replacements, Landlord shall deliver to Tenant one or more invoices for the cost of such work, which cost shall be deemed to be Additional Rent under the Lease, and Tenant shall pay each and every invoice in full within fifteen (15) days of receipt. Landlord and Tenant shall also follow the foregoing procedure as to Section 1.5 in the order Building in the event of Landlord's exercise of the termination option as provided in paragraph 3 above. Landlord shall notify Tenant of the date and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring time of a further joint inspection of the Leased Premises or of foundations and walls (but not the Relinquished Space) approximately ninety (90) days prior to the end of the Improvements Extended Base Term. Tenant shall permit Landlord to inspect the Leased Premises for such purposes, and every other act necessary or appropriate for preservation upon completion of such inspection, Landlord shall provide Tenant with a list of all additional items requiring repair and/or replacement at that time. Upon Landlord's identification of such items, Landlord shall obtain and safety thereof, deliver to Tenant an estimate from a reputable contractor selected by reason of or in connection with any excavation or other building operation upon any Landlord of the Leased Premisescost of the repairs and/or replacements necessary to address such items or otherwise arrange to accomplish such repairs and/or replacements in a manner satisfactory to Landlord and at Tenant's sole cost and expense. Within fifteen (15) days after receipt of such estimate or the completion of such arrangements, whether or not Landlord shallTenant shall deposit with Broad and Cassel, by reason as escrowee, one hunxxxx xwenty percent (120%) of any Legal Requirements or Insurance Requirementsthe amount of such estimate and/or arrangements, and the escrowee shall be required entitled to take disburse to Landlord, upon receipt of invoices for items of such action or work, with the balance, if any, of the escrowed funds to be liable for failure returned to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECTTenant upon completion of such work. Nothing in the preceding sentence this paragraph 8 shall be deemed to preclude relieve Tenant from being entitled of any of its duties and obligations under the Lease, including without limitation those set forth in Sections 5.4 and 5.6, and nothing in this paragraph 8 shall be deemed to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, limit Landlord's remedies in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of Tenant's default under the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerLease.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this Lease, Tenant shall at all times times, including any Requisition period, put, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) and the Equipment in the same (or better) condition and order of repair as exists repair, as of the Commencement Dateinception of the Lease, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of the foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES OR ADJOINING PROPERTY IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS OR MAINTENANCE AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW LEGAL REQUIREMENTS NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation Condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)) of this Lease. Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)promptly, and all repairs shall be made in a good, proper and workmanlike manner. Tenant shall keep the Building free of Mold.

Maintenance and Repair. (a) Except for Landlord shall throughout the Term and any Alterations that Tenant is permitted to make pursuant to this Lease---------------------- and all Renewal Periods, Tenant shall at all times its own cost and expense, put, keep and maintain the Leased Premises (includingBuilding in good and sufficient condition, repair and order, including without limitation, both inside and outside, structural and non-structural, the roof, landscapingall connections with the street, wallstelephone, footingswater, foundations electric, gas mains and structural components sewers and all other utilities and the HVAC, boilers and machinery. Tenant shall have full access to environmental controls within the building, 24 hours a day, seven days a week. Should Landlord fail to proceed promptly and with all due diligence to make necessary repairs when notified, Tenant may undertake to have the repairs made and the amount of any sums reasonably paid by Tenant for such purpose shall promptly be paid by Landlord to Tenant. Landlord shall also, throughout the Term and any and all Renewal Periods, at its own cost and expense, put, keep and maintain the yards, parking areas, fences and sidewalks and such other fixtures and other improvements on the Leased Premises, excluding any and all replacements made by Tenant. Tenant shall throughout the Term and any and all Renewal Periods maintain a service contract on the elevator to be installed at Landlord's sole expense. Tenant shall be solely responsible for and shall promptly pay all charges for all utilities and services used by Tenant in the Leased Premises. Landlord has the right to enter the Leased Premises, including the Building, periodically, at any reasonable time during normal business hours to inspect the condition of the Leased Premises) in the same (or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike manner.

Maintenance and Repair. Landlord shall make such improvements, repairs or replacements as may be necessary for normal maintenance of the Building Systems serving the Premises, the exterior and the structural portions of the Building and the Common Areas. Subject to the terms of Section 7, the maintenance and repairs to be performed by Landlord hereunder shall be at Landlord’s expense, unless the need for such maintenance or repairs was caused by the negligence or willful misconduct of Tenant, its employees, agents, contractors or invitees, in which event Tenant shall reimburse Landlord for the cost of such maintenance or repairs, plus a construction oversight fee for Landlord in an amount equal to five percent (a5%) of the cost and expense of such maintenance or repairs; the construction oversight or management fee, if any, applicable to construction of the Tenant Improvements shall be governed by the terms of the Work Letter and not by the provisions of this Section. Except for any Alterations to the extent that Tenant Landlord is permitted obligated to make restore and repair the Premises pursuant to Section 23, Tenant, at its sole cost, shall maintain and repair the Premises and otherwise keep the Premises in good order and repair. Any repair or maintenance by Tenant shall be undertaken in accordance with the provisions and requirements of Section 16. Landlord is not responsible for replacing and/or repairing Tenant’s fixtures or any Above Standard improvements, or fixtures. Except as expressly provided in this Lease, Tenant shall at all times putaccept the Premises including any existing appliances and Above Standard fixtures in their “AS IS, keep and maintain the Leased Premises (including, without limitation, the roof, landscaping, walls, footings, foundations and structural components of the Leased Premises) in the same (or better) WHERE IS” condition and order of repair as exists as of the Commencement Effective Date. For purposes of this Lease, except for ordinary wear all Above Standard improvements and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which may be required to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises fixtures existing in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others to do all shoring Premises as of the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence Effective Date shall be deemed to preclude Tenant from being entitled be Tenant’s property until the expiration or earlier termination of this Lease or Tenant’s right to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days possession of the date insurance proceeds or a condemnation award has been paid to Premises under this Lease, at which time such Above Standard improvements and fixtures shall become the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety property of the Leased Premises pending such payment) Landlord and shall diligently pursue such repairs be surrendered to completion), and all repairs shall be made in a good, proper and workmanlike mannerLandlord with the Premises.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseLessee, Tenant shall at all times putits expense, will keep and maintain the Leased Premises Property and all private roadways, sidewalks and curbs appurtenant thereto in reasonably good order and repair (includingwhether or not the need for such repairs occurs as a result of Lessee's use, without limitationany prior use, the roofelements, landscaping, walls, footings, foundations and structural components the age of the Leased Premises) in the same (Property or better) condition and order of repair as exists as of the Commencement Date, except for ordinary wear and tearany portion thereof), and shall promptly except as otherwise provided in Articles XIII and XIV, with reasonable promptness will make all necessary and appropriate repairs and replacements thereto of every kind and nature, whether foreseen or unforeseen, which may be required nature (including remodeling to be made upon or in connection with the Leased Premises in order extent necessary to keep and maintain the Leased Premises Property in a condition substantially the order and same as exists on the date hereof), whether interior or exterior, structural or non-structural, ordinary or extraordinary, foreseen or unforeseen or arising by reason of a condition required by existing prior to or after the commencement of the Term of this Paragraph 11(aLease (concealed or otherwise). Tenant All repairs and remodeling shall, to the extent reasonably achievable, be at least equivalent in quality to the original work and shall do be accomplished by Lessee or cause others a party selected by Lessee. Lessee will not take or omit to do all shoring take any action the taking or omission of which might materially impair the value or usefulness of the Leased Premises Property or of foundations and walls of any part thereof for the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon Primary Intended Use. If Lessee fails to perform any of its obligations hereunder, or if Lessor reasonably determines that action is necessary and is not being taken, Lessor may, on giving 30 days' written notice to Lessee (other than in a case reasonably deemed by Lessor to be an emergency, in which case no such notice shall be required), without demand on Lessee, perform any such obligations in such manner and to such extent and take such other action as Lessor may deem appropriate in the Leased Premises, whether event Lessee has not commenced to perform such obligation or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate during such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion)30-day period, and all repairs costs, expenses and charges of Lessor relating to any such action shall constitute Additional Charges and shall be made payable by Lessee to Lessor in a good, proper and workmanlike manneraccordance with Section 2.3.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted Lessee hereby accepts the Premises in their present condition. Lessee, at Lessee's expense and to make pursuant to this LeaseLessor's satisfaction, Tenant shall keep the Premises neat and safe at all times put, keep and shall maintain the Leased same in good condition and repair, improving or repairing the Premises (or any part thereof as may be required by law, including, without limitationbut not limited to, plumbing and plumbing fixtures, sprinkler system, wiring, light fixtures, and related electrical facilities, including replacement of light bulbs or fluorescent tubes, doors, glass, all air-conditioning facilities, if present and regardless of the roofownership thereof, landscapingand all heating facilities. Lessor, wallshowever, footings, foundations shall be obligated at its expense to maintain the roof and structural components of the Leased Premises. Lessee waives the right, statutory or otherwise, to perform work of any type or nature to Lessor's improvement(s) at Lessor's expense, or to withhold rent due hereunder to apply to such work. . Lessee specifically waives any rights it might have under California Civil Code Sections 1941 and 1942. If at any time during the life of this Lease Lessor's improvements or any part thereof may require altering, renewing, repairing, or rebuilding due to any improper maintenance by Lessee, notwithstanding anything to the contrary herein contained, Lessee, at Lessee's expense, shall be obligated to perform such work, unless otherwise mutually agreed upon in writing between the same (parties hereto. Upon the expiration or bettertermination of this Lease, any and all altering, repairing, renewing, replacing, or rebuilding by Lessee of Lessor's improvement(s) condition shall be and order of repair remain Lessor's property and shall be surrendered therewith as exists as of the Commencement Datepart thereof without disturbance, molestation, or injury thereto, except for ordinary wear and tear, and shall promptly make all repairs and replacements of every kind and nature, whether foreseen or unforeseen, which as may be required mutually agreed upon in writing between the parties hereto. The Premises or any part thereof shall not be used for displaying signs and notices not solely related to be made upon or in connection with the Leased Premises in order to keep and maintain the Leased Premises in the order and condition required Lessee's business contemplated by this Paragraph 11(a)Lease. Tenant shall do or cause others to do all shoring of All notices and signs upon the Leased Premises or of foundations and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, by reason of any Legal Requirements or Insurance Requirements, be required to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed neat and properly maintained. Lessor shall have the right to preclude Tenant from being entitled enter the Premises at all reasonable times to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g). Tenant shall, in all events, make all repairs for which it is responsible hereunder promptly (but in any event shall commence actions to initiate such repairs as quickly as possible after inspect the date Tenant becomes aware that such repairs are necessary, or, in the event of a Restoration pursuant to Paragraph 13(c) or 14(g), within sixty (60) days of the date insurance proceeds or a condemnation award has been paid to the Trustee (it being understood that Tenant shall take such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannersame.

Maintenance and Repair. (a) Except for any Alterations that Tenant is permitted to make pursuant to this LeaseKeep the Premises and improvements erected thereon in good condition and repair, Tenant shall at all times put, keep and maintain the Leased Premises (including, without limitationbut not limited to repairs, the roof, landscapingmaintenance and replacement of all roofs, walls, footingsdoors, foundations parking areas, plate glass, plumbing, heating, electrical and structural components air conditioning systems. Tenant at its own expense shall enter into a maintenance contract ("Maintenance Contract") with a heating and air conditioning repair service (which may be part of a blanket contract for multiple locations) and on terms reasonably acceptable to Landlord during the Leased Premises) Term and any renewals thereof and shall provide Landlord with a copy of same. The Tenant shall permit the Landlord or Landlord's duly authorized agents to enter upon the Premises and the buildings and improvements thereon erected at any reasonable time, and from time to time, upon prior notice during normal business hours except in the same (or better) condition event of an emergency for the purpose of inspecting and order of repair as exists as of appraising the Commencement Datesame. The Tenant shall comply with all orders, except for ordinary wear regulations, rules and tear, and shall promptly make all repairs and replacements requirements of every kind and nature relating to the Premises, now or hereafter in effect, of the Federal, State, Municipal or other governmental authorities having power to enact, adopt, impose or require the same, whether they be usual or unusual, ordinary or extraordinary, and whether they or any of them relate to structural changes or requirements (if whatever nature, whether foreseen or unforeseento changes or requirements incident thereto, which may be required to be made upon or in connection with as the Leased Premises in order to keep result of the use or occupation thereof by Tenant, and maintain the Leased Premises in the order and condition required by this Paragraph 11(a). Tenant shall do or cause others pay all costs and expenses incidental to do such compliance, and shall indemnify and save harmless the Landlord from all shoring of the Leased Premises or of foundations expense, and walls of the Improvements and every other act necessary or appropriate for preservation and safety thereof, by reason of or in connection with any excavation or other building operation upon any of the Leased Premises, whether or not Landlord shall, damages by reason of any Legal Requirements notices, orders, violations or Insurance Requirementspenalties filed against or imposed upon the Premises or against the Landlord as owner thereof, be required because of the failure of the Tenant to take such action or be liable for failure to do so. LANDLORD SHALL NOT BE REQUIRED TO MAKE ANY REPAIR, WHETHER FORESEEN OR UNFORESEEN, OR TO MAINTAIN ANY OF THE LEASED PREMISES IN ANY WAY, AND TENANT HEREBY EXPRESSLY WAIVES THE RIGHT TO MAKE REPAIRS AT THE EXPENSE OF THE LANDLORD, WHICH RIGHT MAY BE PROVIDED FOR IN ANY LAW NOW OR HEREAFTER IN EFFECT. Nothing in the preceding sentence shall be deemed to preclude Tenant from being entitled to insurance proceeds or condemnation awards for Restoration pursuant to Paragraphs 13(c) and 14(g)comply with this covenant. Tenant shallfurther agrees to keep the Premises clean and free from all ashes, in all eventsdirt and other refuse matter. In the event of the failure of Tenant promptly to perform the covenants of Paragraph 15(b) hereof, make all repairs for which it is responsible hereunder promptly Landlord may, upon thirty (but in any event shall commence actions to initiate such repairs as quickly as possible after the date Tenant becomes aware that such repairs are necessary30) days prior notice, or, except in the event of a Restoration pursuant an emergency, go upon the Premises and perform such covenants, the cost thereof, at the sole option of Landlord, to Paragraph 13(c) or 14(g), within sixty (60) days of be charged to Tenant as additional and delinquent rent unless the date insurance proceeds or a condemnation award failure has been paid to the Trustee (it being understood that cured by Tenant shall take within such steps as are reasonably necessary to protect and preserve the integrity and safety of the Leased Premises pending such payment) and shall diligently pursue such repairs to completion), and all repairs shall be made in a good, proper and workmanlike mannerperiod.