Common use of Tenant’s Repair Obligations Clause in Contracts

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including including, without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expenseexpense (except to the extent caused by Landlord’s gross negligence or intentional act), but under the supervision and subject to the prior approval of Landlord Landlord, and within any reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including, without limitation, Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of TenantTenant or to the extent due to Landlord’s gross negligence or intentional act; provided however, that that, at Landlord’s option upon written notice to Tenant, or if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlordrepairs, Landlord (or Landlord’s property manager) may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement property manager) within thirty (30) days after Tenant’s receipt of written request for payment, together with reasonable documentation of such repairs and replacements forthwith upon being billed for samecosts, Landlord’s actual, out-of-pocket costs thereof. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Landlord shall at all times when entering the Premises comply with Tenant’s reasonable safety rules and regulations and laboratory protocols of which Landlord has knowledge of, and, at Tenant’s option, shall be accompanied or escorted by Tenant’s representative at all times when entering the Premises, so long as such representative is made available when Landlord or its agents need to enter the Premises. Tenant shall be responsible for supplying its own janitorial services for the Premises using contractors and subcontractors who are licensed in the State of Utah and bonded and who must be approved by Landlord, such approval not to be unreasonably withheld, conditioned or delayed. Tenant agrees not to employ any person, entity or contractor for any janitorial services in the Premises whose presence may give rise to a labor or other disturbance in the Building. Landlord shall have the right to require that Tenant cause any of its janitorial service providers to obtain and maintain insurance as reasonably determined by Landlord and as to which Landlord and such other parties designated by Landlord shall be additional insureds. Except as expressly set forth in this Lease, Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or releases its right to make repairs at Landlord’s expense under any similar applicable law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, shall keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good ordercondition and repair, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear excepted. Tenant’s repair obligations include, without limitation, repairs to: (1) floor covering and/or raised flooring; (2) interior partitions; (3) doors; (4) the interior side of demising walls; (5) electronic, phone and data cabling and related equipment (collectively, “Cable”) that is installed by or beyond for the reasonable control benefit of Tenant whether located in the Premises or in other portions of the Building; (6) supplemental air conditioning units, private showers and kitchens, including hot water heaters, plumbing, dishwashers, ice machines and similar facilities serving Tenant exclusively; (7) phone rooms used exclusively by Tenant; (8) Alterations (defined below) performed by contractors retained by Tenant, including related HVAC balancing; and (9) all of Tenant; ’s furnishings, trade fixtures, equipment and inventory. Prior to performing any such repair obligation, Tenant shall give written notice to Landlord describing the necessary maintenance or repair. Upon receipt of such notice, Landlord may elect either to perform any of the maintenance or repair obligations specified in such notice, or require that Tenant perform such obligations by using contractors approved by Landlord. All work that is Tenant’s responsibility hereunder shall be performed by Tenant (except as otherwise provided however, that if herein) at Tenant’s expense in accordance with the rules and procedures described in Section 9.C below. If Tenant fails to commence make any repairs to make such repairs within ten (10) business the Premises for more than 15 days following after notice from LandlordLandlord (although notice shall not be required if there is an emergency), Landlord may, but need notin addition to any other remedy available to Landlord, make such repairs and replacementsthe repairs, and Tenant shall pay to Landlord the reasonable cost thereofof the repairs within 30 days after receipt of an invoice, including a percentage together with an administrative charge in an amount equal to 15% of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectrepairs.

Tenant’s Repair Obligations. During the Lease Term, Tenant shall promptly make all repairs, perform all maintenance, and make all replacements in and to the Premises (provided however, that with respect to the Roof Terrace, Tenant shall only be required to make such maintenance or repairs (i) required to be made to any Alterations to the Roof Terrace or Tenant’s Property on the Roof Terrace made or installed by Tenant, (ii) required by reason of any such Alterations or Tenant’s Property, and (iii) required by reason of Tenant’s or any of its Invitees damage, regardless if caused by such party’s negligence or intentional misconduct) that are necessary or desirable to keep the Premises in good condition and repair, in a clean, safe and tenantable condition, and otherwise in accordance with all Requirements and the requirements of this Lease applicable to Tenant. Tenant shall maintain all fixtures, furnishings and equipment and lighting fixtures and bulbs located in, or exclusively serving, the Premises in clean, safe and sanitary condition, shall take good care thereof and make all required repairs and replacements thereto. Tenant shall give Landlord prompt written notice upon Tenant obtaining actual knowledge of any defects or damage to the structure of, or equipment or fixtures in, the Building or any part thereof. Tenant shall suffer no waste or injury to any part of the Premises and shall, at Tenant’s own expensethe expiration or earlier termination of the Lease Term, pursuant surrender the Premises broom clean in an order and condition at least equal to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures order and furnishings therein, and the floor or floors of the Buildings condition on which the Premises is located and any of Tenant’s improvements, property or equipment located outside applicable date that each such portion of the Premises was delivered to Tenant (such items located outside and with respect to any Must Take Expansion Premises, as of the date Tenant first commences business operating within such Must Take Expansion Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord subsequent Alterations, ordinary wear and the terms of tear and as otherwise provided in Article 8 hereofXVII (Damage or Destruction). Except as otherwise provided in Article XVII (Damage or Destruction), promptly all injury, breakage and adequately repair all damage to the Premises and replace to any other part of the Building or repair all damagedthe Land caused by any act or omission of any Invitees or Tenant, broken, or worn fixtures shall be repaired by and appurtenancesat Tenant’s expense, except for damage caused by ordinary wear and tear or beyond that Landlord shall have the reasonable control of Tenant; provided however, that if Tenant fails to commence right at Landlord’s option to make any such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs repair and replacements, and to charge Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees costs and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located incurred in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectconnection therewith.

Tenant’s Repair Obligations. Tenant shallshall take good --------------------------- care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import) and, at Tenant’s own 's sole cost and expense, pursuant shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and the sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any repairs or replacements to the terms Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of this LeaseTenant or any person claiming through or under Tenant or any of their servants, including without limitationemployees, Article 8 hereofcontractors, keep agents, visitors or licensees, or by the Premises, including all improvements, fixtures and furnishings therein, and the floor manner of use or floors occupancy of the Buildings on which Demised Premises (in contradistinction to the Premises is located and any of Tenant’s improvements, property or equipment located outside mere use of the Demised Premises (for office purposes) by Tenant or any such items located outside of person. Without affecting Tenant's obligations set forth in the Premisespreceding sentence, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant's Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building's standard equipment and systems) which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the Project or to any equipment located standard which is appropriate for first class office buildings of similar construction and class in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits Borough of subsection 1 Manhattan, City of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectNew York.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good ordercondition and repair, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or beyond broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance to be performed by Tenant, if any, shall be as provided in the Summary. If Tenant refuses or neglects to perform any repair and maintenance required of Tenant under this Lease properly as required hereunder to the reasonable control satisfaction of Tenant; Landlord, then at any time following ten (10) days from the date on which Landlord makes a written demand on Tenant to effect such repair and maintenance (provided howeverthat Tenant has not commenced such repair and maintenance), that if Tenant fails to commence to make Landlord may perform such repairs and/or maintenance on Tenant’s behalf, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord’s costs for performing such maintenance and/or repairs plus an amount not to exceed ten percent (10%) of such costs for overhead, within ten (10) business days following notice after receipt from Landlord, Landlord may, but need not, make of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements, and Tenant shall pay Landlord ten (10) business day period will bear interest at the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Except as provided in Section 10.3, --------------------------- Tenant shall, during the Lease Term, at Tenant’s its own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings equipment therein, clean and safe and in as good repair and condition as when all of the work described in the Work Letter, if any, was completed (or as to subsequent work, as when such Work was completed), ordinary wear and tear excepted. Tenant shall be responsible for all damage or injury to the Premises or any other part of the Building or Property and the floor systems and equipment thereof, whether requiring structural or floors nonstructural repairs, caused by or resulting from carelessness, omission, neglect or improper conduct of Tenant, Tenant's agents, employees, invitees or licensees, or which arise out of any work, labor, service or equipment done for or supplied to Tenant (except for the Tenant Improvements and except for any work, labor, service or equipment performed or provided by Landlord) or arising out of the Buildings on which installation, use or operation of the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also be responsible for all damage to the Property, the Building and the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control moving of Tenant; provided however's fixtures, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs furniture and replacements, and equipment. Tenant shall pay Landlord the cost thereofpromptly make, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for at Tenant's expense, all overhead, general conditions, fees repairs in and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions Premises for which Tenant is responsible, under the supervision of Article 27 belowLandlord and using only such contractors and subcontractors as Landlord has approved, Landlord may, but which approval shall not be required to, enter unreasonably withheld. Any other repairs in or to the Premises Property or the Building or the facilities and systems thereof for which Tenant is responsible shall be performed by contractors retained by Landlord at Tenant's expense. In connection with all reasonable times to make such repairs, alterations, improvements or additions repairs to the Premises or other parts of the Building or Property, Tenant shall reimburse Landlord within ten days of receipt of a xxxx therefor for Landlord's costs incurred in connection with such work, together with a fee for supervising such work (whether or not performed by Landlord) equal to 5% of the cost of such work. Notwithstanding anything to the Project contrary in this Lease, Lessee's obligation to repair or maintain shall not include the making of any structural repairs or improvements unless, and to the extent, required due to the negligence or willful acts of Tenant or its employees, agents or invitees. Notwithstanding anything to the contrary in this Lease, Tenant's obligation to repair or maintain shall not include the making of any equipment located in capital repairs or improvements unless, and to the Project as Landlord shall desire extent, required due to Tenant's negligence or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectwillful misconduct.

Tenant’s Repair Obligations. Tenant, at its sole cost and expense, shall operate, maintain and repair the Premises in a good, healthy, lawful, safe, clean and operable condition. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereofrepair, keep maintain and replace as necessary all floors, foundations, structural walls, interior walls, roofs, man-doors, overhead doors, windows, fencing, truck docks, parking areas, drives, walkways, landscaping, mechanical, electrical, plumbing, HVAC and other systems and components that are located on or within the Premises. All repairs made by Tenant shall be at least equal in quality to the original work and shall be made by Tenant in accordance with all laws, including all improvementsordinances and regulations whether heretofore or hereafter enacted. If Tenant, fixtures and furnishings thereinits employees, and the floor agents, contractors or floors of the Buildings on which the Premises is located and invitees damage any of Tenant’s improvements, property or equipment located outside part of the Premises (or the premises or property of adjoining owners or other tenants, Tenant shall promptly repair such items located outside damage. Tenant shall keep all portions of the Premises free from litter caused by Tenant operations. Tenant shall at its expense clean, snowplow and de-ice, as and when necessary, all parking lots, drives and walkways on the Premises. Tenant shall at its expense perform all repairs, aremodifications and improvements as may be required to keep and maintain the Premises in full compliance with all applicable laws, collectivelycodes and ordinances, “Tenantas the same may change from time to time. If any governmental entity issues a violation notice of any laws, codes or ordinances, Tenant shall promptly take and perform any and all actions and work necessary to cure such violation. Tenant shall at its expense install and maintain fire alarms, sprinkler alarms and other alarm systems and take other actions, as may be required by the fire department and Landlord’s Off-Premises Equipment”), in good order, repair and condition at insurance carriers. At all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject shall cause all such alarms to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused be monitored by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacementsoff-site monitoring companies, and Tenant shall pay Landlord have all such alarms and sprinkler systems inspected at least annually in a manner required by the cost thereoffire department, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlordat Tenant’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectexpense.

Tenant’s Repair Obligations. Tenant shallSubject to Section 3.03, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitationSection 3.04, Article 8 hereof, keep the Premises, including all improvements, fixtures 12 and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In additionSection 15.05 below, Tenant shall, at Tenant’s its own expense, but under keep the supervision Premises clean and subject safe and in as good repair and condition as when all of the work described in the Work Letter was completed (or as to subsequent Work, as and when such Work was completed, ordinary wear and tear and damage from casualty and to which Tenant is not obligated to repair pursuant to the prior approval of Landlord and the express terms of Article 8 hereofthis Lease excepted) (including, without limitation, the repair, maintenance and replacement of all horizontal portions of the systems and facilities of the Building exclusively serving the Premises, including the sanitary and electrical fixtures and equipment therein, and including, without limitation, all restrooms located within the Premises) and shall promptly and adequately repair all damage to the Premises and replace the Building (subject to Section 15.05) caused by Tenant or repair any of its employees, agents, guests or invitees, including replacing or repairing all damageddamaged or broken glass, broken, or worn fixtures and appurtenancesappurtenances resulting from any such damage, except for damage caused by ordinary wear under the supervision and tear or beyond with the reasonable control approval of Tenant; provided however, that if Landlord. If Tenant fails to commence to does not promptly and adequately make such repairs within ten (10) business days following notice from Landlordor replacements, Landlord may, but need not, make such repairs and replacements, replacements and Tenant shall pay Landlord the reasonable cost thereofthereof within thirty (30) days after demand therefor. Notwithstanding the foregoing provisions, including a percentage Tenant shall not be responsible for repairs to or replacements of any structural elements of the cost thereof Building, except to the extent the need for such repairs or replacements arises from (to be uniformly established for a) the Building and/or performance or existence of Work performed by or on behalf of Tenant (including the Project) sufficient to reimburse Landlord for all overheadTurn-Key Work, general conditions, fees and other costs but excluding any such repairs or expenses replacements first arising from during the actual performance of the Turn-Key Work as a result of Landlord’s involvement or any of its contractors’ or employees’ negligence or willful misconduct during the performance of such Turn-Key Work), (b) the installation, use or operation of Tenant Personalty (but only to the extent the same would not be incurred with respect to typical office equipment customarily used by office tenants in Comparable Buildings, except to the extent the same are installed, used or operated improperly by or on behalf of Tenant), (c) the moving of Tenant Personalty in or out of the Building, (d) the negligence or willful misconduct of Tenant or any of its subtenants or its or their employees, agents, contractors or invitees, or (e) design flaws in any of Tenant’s plans and specifications regardless of the fact that such repairs and replacements forthwith upon being billed for sameTenant’s plans may have been approved by Landlord (including the Turn-Key Work). Subject to the provisions of Article 27 belowSection 15.05, Landlord may, but in no event shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may Tenant be required to do make repairs necessitated by governmental the negligence or quasi-governmental authority willful misconduct of Landlord or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar lawLandlord’s employees, statuteagents, contractors, or ordinance now or hereafter in effectof any other Landlord Indemnified Party.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings thereinfixtures, furnishings, and systems and equipment within the floor or floors of the Buildings on which the Premises is located Premises, and any of Tenant’s improvements, property or equipment located outside of the Premises if permitted by Landlord in its sole discretion (such items located outside of the Premises, if any, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, [but under the reasonable supervision and subject to the prior reasonable approval of Landlord to the extent (i) the cost of such repairs are reasonably expected to exceed $25,000.00, (ii) such repairs will affect the Building Structure, Building Systems or equipment, or (iii) such repairs may disturb any other tenants or occupants of the Building], and the terms within any reasonable period of Article 8 hereoftime specified by Landlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenantand casualty; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following applicable notice from Landlordand cure periods, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees conditions and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon plus a management fee of [***] of such cost within twenty (20) days after being billed for same. Without limitation, Tenant shall be responsible for electrical, plumbing, heating, ventilating and air-conditioning systems and other utility services either located within the Premises or serving solely the Premises and located outside of the Premises from the Building connection point to the Premises (but only to the extent serving Tenant exclusively) (e.g., any Supplemental HVAC Equipment), and Tenant shall secure, pay for, and keep in force contracts with appropriate and reputable service companies reasonably approved by Landlord providing for the regular maintenance of such systems. Subject to the provisions terms of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times and upon reasonable prior notice to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project Premises as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights releases its right to make repairs at Landlord’s expense under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, statute or ordinance now or hereafter in effect. Tenant’s obligation hereunder shall include maintenance and repair of all telecommunications wire and cabling with the Building’s network cabling exclusively serving the Premises.

Tenant’s Repair Obligations. Tenant shallA.Tenant shall take good care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import, but in each case, only to the extent such systems exclusively serve the Demised Premises) and, at Tenant’s own sole cost and expense, pursuant shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import, but in each case, only to the extent such systems exclusively serve the Demised Premises) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any structural repairs or structural replacements to the Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of Tenant or any person claiming through or under Tenant or any of their servants, employees, contractors, agents, visitors or licensees, or by the particular manner of use or occupancy of the Demised Premises by Tenant or any such person (in contradistinction to the mere use or occupancy of the Demised Premises for office use). For the purposes of this Article, the installation, maintenance, repair and replacement of a sprinkler system or part thereof or any work pertaining to such sprinkler system or, subject to the terms of this LeaseSection 3.06, including without limitationany repairs or work involving asbestos or any other hazardous materials or involving compliance with Local Laws #5 of 1973, Article 8 hereof#16 of 1984, keep the Premises, including all improvements, fixtures and furnishings therein, #58 of 1987 and the floor or floors of the Buildings on which the Premises is located Americans With Disabilities Act and any successor laws of like import shall be deemed to be non-structural repairs or replacements. Without affecting Tenant’s improvementsobligations set forth in the preceding sentence, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when reasonably necessary, to Tenant’s Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than, in each case, the Building’s standard equipment and systems) which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the Project or to any equipment located standard which is appropriate for first class office buildings of similar construction and class in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decreeBorough of Manhattan, City of New York. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant Except for those repairs which are to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In additionbe performed by Landlord as described below, Tenant shall, at Tenant’s own expenseits sole cost, but under take good care of the supervision Premises, and subject shall keep the same in good order and condition, and shall, without limitation promptly make and perform all necessary repairs, maintenance and replacements to the prior approval of Landlord mechanical, electrical, plumbing, loading, and the terms of Article 8 hereofHVAC systems, promptly interior walls, ceilings and adequately repair floors, loading areas, landscaping, parking and driveways, walls, doors, windows and all damage to the Premises other building components, refuse and replace or repair all damagedloading areas, broken, or worn fixtures entrances and appurtenancespassageways, except for damage caused by ordinary wear and tear the act or beyond the reasonable control neglect of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord mayits subtenants, but need notemployees, make such repairs agents, invitees, or contractors. Tenant shall, at its sole cost, perform all landscaping, salting, de-icing and replacementssnowplowing at its cost. Tenant shall further, at its sole cost, perform all obligations and pay all assessments imposed on the owner of the Premises pursuant to the Declaration of Covenants, Conditions and Restrictions for Turnpike Crossing, dated April 30, 2001 and recorded in Deed book 4937 page 71, as amended by First Amendment of Declaration of Covenants, Conditions and Restrictions for Turnpike Crossing, dated September 17, 2001, and Tenant shall pay Landlord recorded in Deed Book 4962 page 333, and Second Amendment of Declaration of Covenants, Conditions and Restrictions for Turnpike Crossing, dated December 22, 2003, as the cost thereofsame may be subsequently amended (collectively, including a percentage the “Declaration”). A copy of the cost thereof (to be uniformly established for Declaration is attached hereto as Exhibit “B” and incorporated herein. If the Building and/or the Project) sufficient to reimburse Landlord for all overheadDeclaration is hereafter amended, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but Tenant shall not be required toobligated to comply with any terms of such amendment which conflict with the terms of this Lease or materially increase Tenant’s obligations. Notwithstanding anything herein or in the Declaration to the contrary, enter Tenant shall not be responsible (i) to repair or maintain common utilities or lines which serve more than one parcel in the Premises at all reasonable times Turnpike Crossing Industrial Park, except to the extent of its pro-rata share of such costs or related association assessments, or (ii) to make such repairs, alterations, improvements any repairs or additions to replacements required by the Premises Declaration that would be the obligation of Landlord under Section 8.1 or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectArticle 14 below.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, replace and preserve, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as required hereunder to the prior approval reasonable satisfaction of Landlord, then at any time following ten (10) days from the date on which Landlord makes a written demand on Tenant to effect such repair and the terms of Article 8 hereofmaintenance, promptly and adequately repair all damage to Landlord may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord’s costs for making such repairs plus an amount not to exceed five percent (5%) of such costs for overhead, within ten (10) business days following notice after receipt from Landlord, Landlord may, but need not, make of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements, and Tenant shall pay Landlord ten (10) day period will bear interest at the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Tenant shallshall take good care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import) and, at Tenant’s own 's sole cost and expense, pursuant shall make all repairs and replacements, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any repairs or replacements to the terms Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of this LeaseTenant or any person claiming through or under Tenant or any of their servants, including without limitationemployees, Article 8 hereofcontractors, keep agents, visitors or licensees, or by the Premises, including all improvements, fixtures and furnishings therein, and the floor manner of use or floors occupancy of the Buildings on which Demised Premises by Tenant or any such person (in contradistinction to the Premises is located and any of Tenant’s improvements, property mere use or equipment located outside occupancy of the Demised Premises (such items located outside of for the Premisespurposes set forth in Section 2.01). Without affecting Tenant's obligations set forth in the preceding sentence, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant's Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building's xxxx dard equipment and systems) which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the Project or to any equipment located standard which is appropriate for first class office buildings of similar construction and class in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits Borough of subsection 1 Manhattan, City of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectNew York.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition shall at all times during the Lease TermTerm at its own cost and expense keep, or cause to be kept, and repair and replace, as necessary, all non-structural elements of the Premises (including, without limitation, floors, ceilings, interior walls, interior and exterior loading docks, the non-structural portions of bearing walls and non-structural columns and beams, and the parking areas, and the heating, ventilating, air-conditioning, electrical, lighting, plumbing, mechanical and other equipment and systems therein and thereon and all other non-structural elements of the Leased Premises, whether or not arising from reasonable wear and tear. In additionNotwithstanding the foregoing, Tenant Landlord shall, at Tenant’s Landlord's own expensecost and expense undertake necessary repair and replacement to such non-structural elements (except to any additions, but under the supervision and subject changes, alterations or improvements to the prior approval of Landlord Premises, which Tenant may make pursuant to Section 9.1 above and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused repair or replacement made necessary as a result of the acts or omissions of Tenant or persons for whom Tenant is responsible at law) if Landlord receives written notice from Tenant that the same is necessary during the first ninety (90) days of the Initial Term of this Lease. Thereafter such obligations shall be Tenant's and all such non-structural elements shall be on an "as is-where is" basis even if any deficiency or defect is claimed to have originated prior to or during the first ninety (90) days of the Initial Term and even if it is with respect to an item which was repaired or replaced by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to Landlord during such ninety (90) day period. Landlord shall promptly commence to make any such repairs or replacements, and in any event shall do so within ten (10) business days following notice from of Tenant's notice. Landlord shall diligently continue the same to completion, subject to Acts of God, force majeure, labor or material shortages or other events beyond Landlord, Landlord may, but need not, make such repairs and replacements, and 's reasonable control. Tenant shall pay Landlord the cost thereof, including not in any case be responsible for structural defects or structural wear and tear or repair or replacement unless same are necessary as a percentage result of the cost thereof (acts or omissions of Tenant or persons for whom Tenant is responsible at law or the failure of Tenant to be uniformly established comply with its maintenance obligations provided for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectherein.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s its own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which maintain the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good orderand sanitary condition, working order and repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, shall promptly and adequately repair all damage to the Premises and restore, replace or repair all damageddamaged or broken glass, brokencarpet, or worn fixtures wall-covering, doors, fixtures, equipment, improvements and appurtenances; provided, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails shall not be obligated to commence repair or replace the roof or any structural defects in the Premises, or the heating and air conditioning systems servicing the Premises, except to make the extent that such repairs within ten (10) business days following notice repair or replacement are necessitated by the act or neglect of Tenant, its agents, servants or employees. In the event that any such repairs, maintenance or replacements are required, Tenant shall promptly arrange for the same either through Landlord for such reasonable charges as Landlord may from Landlordtime to time establish, or such contractors as Landlord generally uses at the Property or such other contractors as Landlord shall first approve in writing, and in a first class, workmanlike manner approved by Landlord in advance in writing. If Tenant does not fulfill its obligations under this Subsection 12.1, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof plus an additional fifteen percent (15%) to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from cover Landlord’s involvement with such repairs overhead and replacements forthwith related expenses, immediately upon being billed for samewritten demand therefor. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, may enter the Premises at all reasonable times to make such repairs and replacements and any other repairs, alterations, improvements or and additions to the Premises or to the Project Building or to any equipment or system located in the Project as Landlord shall desire Building. Notwithstanding anything contained herein to the contrary, if any damage to the Premises or deem necessary the Property or as to any equipment or system thereon (including but not limited to the roof of the Building or any heating, air conditioning and ventilation systems serving the Premises) or appurtenance thereto results from any act, omission or neglect of Tenant or of Tenant’s contractors, agents or employees, Landlord may be required but is not obligated to, at Landlord’s option, repair such damage, and Tenant shall reimburse Landlord immediately upon written demand for the total cost of such repairs, plus an additional fifteen percent (15%) to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any cover Landlord’s overhead and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectrelated expenses.

Tenant’s Repair Obligations. Except as otherwise provided herein and subject to the terms of Article 6, Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, limitation Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease TermTerm except to the extent caused by Landlord’s acts or damage arising from any casualty, normal wear and tear, or other events that are not the direct result of Tenant’s acts or omissions. In addition, Tenant shall, at Tenant’s own expense, expense but under the supervision and subject to the prior approval of Landlord Landlord, and within any reasonable period of time specified by Landlord, pursuant to the terms of this Lease, including without limitation Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, damaged or worn broken fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that that, at Landlord’s option, or if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlordrepairs, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the ProjectBuilding) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or and additions to the Premises or to the Project Building or to any equipment located in the Project Building as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights releases its right to make repairs at Landlord’s expense under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Tenant, at its sole cost and expense, shall operate, maintain and repair the Premises in a good, healthy, lawful, safe, clean and operable condition. Tenant shall, at Tenant’s own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereofrepair, keep maintain and replace as necessary all floors, foundations, structural walls, interior walls, roofs, man-doors, overhead doors, windows, fencing, truck docks, parking areas, drives, walkways, landscaping, mechanical, electrical, plumbing, HVAC and other systems and components that are located on or within the Premises. All repairs made by Tenant shall be at least equal in quality to the original work and shall be made by Tenant in accordance with all laws, including all improvementsordinances and regulations whether heretofore or hereafter enacted. If Tenant, fixtures and furnishings thereinits employees, and the floor agents, contractors or floors of the Buildings on which the Premises is located and invitees damage any of Tenant’s improvements, property or equipment located outside part of the Premises (or the premises or property of adjoining owners or other tenants, Tenant shall promptly repair such items located outside damage. Tenant shall keep all portions of the Premises free from litter caused by Tenant operations. Tenant shall at its expense clean, snowplow and de-ice, as and when necessary, all parking lots, drives and walkways on the Premises. Tenant shall at its expense perform all repairs, aremodifications and improvements as may be required to keep and maintain the Premises in full compliance with all applicable laws, collectivelycodes and ordinances, “Tenant’s Off-Premises Equipment”)as the same may change from time to time. If any governmental entity issues a violation notice of any laws, in good ordercodes or ordinances, repair Tenant shall promptly take and condition perform any and all actions and work necessary to cure such violation. Tenant shall at its expense install and maintain fire alarms, sprinkler alarms and other alarm systems and take other actions, as may be required by the fire department and At all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject shall cause all such alarms to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused be monitored by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacementsoff- site monitoring companies, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for have all overhead, general conditions, fees such alarms and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.sprinkler systems inspected at

Tenant’s Repair Obligations. Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, replace and preserve the terms of this LeasePremises and all parts thereof, including both structural and non-structural, including, without limitation, Article 8 hereofutility meters, keep plumbing, pipes and conduits, all heating, ventilating and air conditioning systems located within the Premises, including all improvementsfixtures, fixtures furniture and furnishings thereinequipment, Tenant’s signs, if any, locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, restrooms, ceilings, interior and exterior walls, roof, foundations, skylights, interior and demising walls, doors, electrical and lighting equipment, sprinkler systems, parking areas, driveways, walkways, parking lots, loading dock areas and doors, rail spur areas, fences, signs, lawns and landscaping, if any, and any Tenant Improvements, Tenant Changes or other alterations, additions and other property and/or fixtures located within the floor Premises in good condition and repair, except for reasonable wear and tear, casualty damage (if Tenant is not obligated to repair hereunder), condemnation and Hazardous Materials not introduced to, in, on, under or floors about the Premises by Tenant or Tenant’s Parties. Tenant’s repair and maintenance obligations shall include, but not be limited to, slurry coating the parking areas of Parcel 1 and the Parking Lot every thirty (30) months; parking area and driveway sweeping and repairing; and responsibility for painting. Tenant agrees to procure and maintain maintenance contracts for all heating, ventilating and air conditioning systems with reputable contractors reasonably approved by Landlord. Such maintenance and repairs shall be performed with due diligence, lien-free and in a good and workmanlike manner, by licensed contractor(s) which are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Except to the extent provided in Section 1.2 above with respect to the construction of the Buildings on which the Premises is located and Parking Lot Improvements, Landlord shall have no obligation to alter, remodel, improve, repair, renovate, redecorate or paint all or any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside part of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Tenant shallshall take good care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import) and, at Tenant’s own sole cost and expense, pursuant shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any structural repairs or structural replacements to the terms Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of Tenant or any person claiming through or under Tenant or any of their servants, employees, contractors, agents, visitors or licensees, or by the manner of use or occupancy of the Demised Premises by Tenant or any such person (in contradistinction to the mere use or occupancy of the Demised Premises for general office use). For the purposes of this LeaseArticle, including without limitationthe installation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good ordermaintenance, repair and condition at all times during replacement of a sprinkler system or any part thereof, or any work pertaining to such sprinkler system, or any repairs or work involving asbestos or other hazardous materials or involving compliance with Local Laws #5 of 1973, #16 of 1984, #58 of 1987 and the Lease TermAmericans With Disabilities Act and any successor laws of like import shall be deemed to be non-structural repairs or replacements. In additionWithout affecting Tenant’s obligations set forth in the preceding sentence, Tenant shallTenant, at Tenant’s own sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant’s Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, reasonably satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building’s standard equipment and systems) which may be installed in the Demised Premises for the sole use of Tenant. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the standard which is appropriate for first class office buildings of similar construction and class in the Borough of Manhattan, City of New York. Tenant’s obligations under this Section 5.01 shall be subject to the Project or provisions of Article 9 and the so-called “waiver of subrogation” provisions referred to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effecttherein.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth in Sections 11.2, 16.1, 18.1 and 19.2 hereof, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant keep, maintain, clean, repair, preserve and replace, as necessary, the Premises and all parts thereof including, without limitation, all Tenant Improvements, Tenant Changes, utility meters, all special or supplemental HVAC systems, electrical systems, pipes and conduits, located within the Premises, all fixtures, furniture and equipment, Tenant’s storefront (if any), Tenant’s signs, locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen and/or restroom facilities and appliances located within the Premises to the terms extent such facilities and appliances are intended for the exclusive use of Tenant, custom lighting, and any alterations, additions and other property located within the Premises in first-class condition and repair, reasonable wear and tear, and any casualty damage covered by Landlord’s insurance excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the gross negligence or willful misconduct of Landlord, its agents or employees and not covered by insurance maintained, or required to be maintained, by Tenant hereunder. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) which are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Except as otherwise expressly provided in this Lease, including without limitationLandlord shall have no obligation to alter, Article 8 hereofremodel, keep the Premisesimprove, including repair, renovate, redecorate or paint all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside part of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as required hereunder to the prior approval reasonable satisfaction of Landlord, then at any time following ten (10) days from the date on which Landlord makes a written demand on Tenant to effect such repair and the terms of Article 8 hereofmaintenance, promptly and adequately repair all damage to Landlord may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord’s costs for making such repairs plus an amount not to exceed ten percent (10%) of such costs for overhead, within ten (10) business days following notice after receipt from LandlordLandlord of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such ten (10) day period will bear interest at the Interest Rate until paid by Tenant. Notwithstanding the foregoing, in the event that Tenant’s obligation as set forth herein requires Tenant to replace any Building standard HVAC unit(s) servicing the Premises Landlord mayagrees to perform the work (but excluding any supplemental HVAC installed by or for Tenant) for the replacement of such HVAC unit(s) servicing the Premises as and when determined by Landlord in good faith, but need notprovided that Tenant has maintained the HVAC systems as required under this Lease and where such work is not required due to any misuse, make negligence or willful misconduct of Tenant or any of Tenant’s Parties or due to any alterations by Tenant. In such repairs and replacementsevent, and Tenant shall pay to Landlord as Additional Rent each month concurrently with the cost thereof, including a percentage payment of Monthly Base Rent the amount of such capital replacement amortized over the useful life of the cost thereof (to be uniformly established for capital improvement together with interest at the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectInterest Rate.

Tenant’s Repair Obligations. Tenant shallExcept for items which are Landlord's responsibility as set forth below or are necessitated by the negligence or willful misconduct of Landlord or any employee, agent, contractor, concessionaire or invitee of Landlord (collectively, "Landlord's Representatives"), Tenant, at Tenant’s own its sole cost and expense, pursuant shall maintain the interior of the Premises in first- class condition and repair, ordinary wear and tear excepted; provided, however, that solely with respect to the terms Structure, except for Tenant's obligation to pay Premises Expenses relating to maintenance expenses as required under Article 5, in no event shall Tenant be responsible for any repairs or replacements of the Structure unless necessitated by the negligence or willful misconduct of Tenant or any employee, agent, contractor, sublessee, licensee, concessionaire or invitee of Tenant (collectively, "Tenant's Representatives"). As used herein, "Structure" shall mean the structural elements of the Building as reflected by the Final Plans consisting of the bearing walls, roof, exterior walls, support beams, foundations, exterior window frames, exterior windows, floor slabs and support columns and underground utility systems of the Building. In no event shall any improvements or alterations made by Tenant to the Structure be deemed a part of the Structure, and notwithstanding anything in this LeaseLease to the contrary, including without limitationLandlord shall have no obligation to maintain, Article 8 repair or replace any such improvements or alterations made by Tenant. Tenant shall maintain, repair and replace as necessary all floors and floor finishes above the floor slabs, interior walls, doors, interior windows, telecommunications systems, cabling and wiring, and shall keep the Premises in a clean, lawful and orderly condition. Tenant shall keep all portions of the Premises and other portions of the Real Estate free from litter caused by Tenant's operations. All repairs and replacements made by Tenant shall be at least equal in quality to the original work and shall be made by Tenant in accordance with all Legal Requirements whether heretofore or hereafter enacted. Tenant hereby elects and Landlord hereby approves and consents, subject to Landlord's continuing consent (which will not be unreasonably withheld, denied or revoked so long as Tenant does not abandon the Building and so long as Tenant fully and faithfully performs its obligations hereunder in a competent manner), to perform or cause to be performed all customary and recommended routine maintenance, repairs and servicing of the Building Systems. In connection therewith Tenant shall maintain and provide Landlord access to true and complete detailed records evidencing the performance of such maintenance and service on an ongoing basis. To the extent that Tenant directly bears such maintenance and service expenses for the maintenance and servicing of the Building Systems in accordance with the foregoing provisions hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which same shall not be included in the Premises is located and Expenses. If Tenant or Tenant's Representatives damage any of Tenant’s improvements, property or equipment located outside part of the Premises (such items located outside including without limitation any Building Systems), Tenant's Parking Area or common areas (including, but not limited to, damage to the common areas of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”Center resulting from the excessive or uncommon use thereof), then Tenant shall commence to repair or replace such damage as soon as is reasonably practicable and in good orderany event within thirty (30) days of demand and Tenant shall diligently prosecute such repairs or replacements to completion. If Tenant fails to repair or replace any such damage in accordance with the foregoing provisions hereof, repair and condition at all times during the Lease Term. In additionthen Landlord may make such repairs or replacements and, in such event, Tenant shallshall reimburse the Landlord for its costs of performing or causing the completion of such repairs or replacements, at which reimbursement payment shall be made within fifteen (15) days of Tenant’s own expense, but under 's receipt of Landlord's demand for the supervision and subject to payment of such costs. Notwithstanding the prior approval of Landlord and the terms of Article 8 foregoing provisions hereof, promptly and adequately repair all damage to the Premises and replace Structure or repair all damaged, broken, or worn fixtures and appurtenances, except for damage to any common areas of the Center caused by ordinary wear and tear Tenant or beyond the reasonable control any of Tenant; provided however's Representatives shall be repaired or replaced, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from at Landlord's option, by Landlord may, but need not, make such repairs and replacements, at Tenant's expense and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from thereof within fifteen (15) days of Tenant's receipt of Landlord’s involvement with 's demand for the payment of such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectcosts.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant keep, maintain, clean, repair, preserve and replace (to the terms extent replacement would be required as a part of this Leasesuch repair obligations, including would be deemed commercially reasonable for tenants in Comparable Buildings, and would not otherwise be Landlord’s obligation to replace hereunder), as necessary, the interior of the Premises and all parts thereof including, without limitation, Article 8 hereofall Tenant Improvements and Alterations (as hereinafter defined), keep Tenant’s signs, if any, door locks, closing devices, security devices, window sashes, floors and floor coverings, shelving, kitchen, custom lighting, and/or appliances of any kind located within the Premises, including if any, so as to keep all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate glass, if any, in and about the Premises (such items located outside exclusive of exterior window panes, which shall be Landlord’s responsibility hereunder) which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as expressly required hereunder to the prior approval reasonable satisfaction of Landlord, then at any time following thirty (30) days from the date on which Landlord makes a written demand on Tenant to effect such repair and the terms of Article 8 hereofmaintenance, promptly and adequately repair all damage to Landlord may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord, Landlord may, but need not, make ’s reasonable costs for making such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage plus an amount not to exceed five percent (5%) of the cost thereof (to be uniformly established such costs for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising within thirty (30) days of receipt from Landlord’s involvement with Landlord of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements forthwith upon being billed for same. Subject to thirty (30) day period will bear interest at the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Except for Landlord's obligations specifically set forth in Sections 11.2, 11.3, 18.1 and 19.2 hereof, Tenant shall, shall at all times and at Tenant’s own 's sole cost and expense, pursuant to keep, maintain, clean, repair and preserve the terms of this LeasePremises and all parts thereof, including both structural and non- structural, in good working order and repair including, without limitation, Article 8 hereofutility meters, keep plumbing, pipes and conduits, all heating, ventilating and air conditioning systems located within the Premises, including all improvementsfixtures, fixtures furniture and furnishings thereinequipment, Tenant's signs, if any, locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, restrooms, ceilings, roof membranes, skylights, interior and demising walls, doors, electrical and lighting equipment, sprinkler systems, walkways, loading dock areas and doors, rail spur areas, fences and signs, if any, and the floor any Tenant Improvements, Tenant Changes or floors of the Buildings on which other alterations, additions and other property and/or fixtures located within the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good ordercondition and repair, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary reasonable wear and tear or beyond the reasonable control of Tenant; provided howeverexcepted. Tenant agrees to procure and maintain maintenance contracts for all heating, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from ventilating and air conditioning systems with reputable contractors reasonably approved by Landlord, provided that Landlord may, but need notat Landlord's option, make procure such repairs contract in which event Tenant shall reimburse Landlord for Landlord's actual costs therefore. In the event said system requires repair work to be performed, Landlord shall contract for the performance of such repair work at Tenant's sole cost and replacementsexpense, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to promptly reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from the cost of the same upon Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree's demand therefor. Tenant hereby waives shall replace, at its expense, any and all rights under plate and benefits other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the gross negligence or willful misconduct of subsection 1 of Section 1932 Landlord, its agents or employees. Such maintenance and Sections 1941 repairs shall be performed with due diligence, lien-free and 1942 in a good and workmanlike manner, by licensed contractor(s) which are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Except as otherwise expressly provided in this Lease, Landlord shall have no obligation to alter, remodel, improve, repair, renovate, or redecorate all or any part of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectPremises.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall tenant improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as required hereunder to the prior approval reasonable satisfaction of Landlord, then at any time following ten (10) days from the date on which Landlord makes a written demand on Tenant to effect such repair and the terms of Article 8 hereofmaintenance, promptly and adequately repair all damage to Landlord may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord’s costs for making such repairs plus an amount not to exceed ten percent (10%) of such costs for overhead, within ten (10) business days following notice after receipt from Landlord, Landlord may, but need not, make of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements, and Tenant shall pay Landlord ten (10) day period will bear interest at the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant to the terms of Except for Landlord's obligations specifically set forth in this Lease, including but subject to Article 22, Tenant shall at all times and at Tenant's sole cost and expense, keep, maintain, clean, repair, preserve and replace, as necessary, the Premises, the Building and the Parking Structure and all parts thereof including, without limitation, Article 8 hereofthe roof cover and roof membrane of the Building, keep all Tenant Improvements, Tenant Changes, utility meters, exterior landscaping, lighting, sidewalks, planted areas, and parking areas, the basic heating, ventilating, air conditioning ("HVAC"), sprinkler and electrical systems within the Building core and standard conduits, connections and distribution systems thereof within the Premises, including all improvementsspecial or supplemental HVAC systems, fixtures electrical systems, pipes and furnishings thereinconduits, all fixtures, furniture and equipment, Tenant's storefront, Tenant's signs, locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen and/or restroom facilities and appliances located within the Premises to the extent such facilities and appliances are intended for the exclusive use of Tenant, if any, custom lighting, and the floor or floors of the Buildings on which any alterations, additions and other property located within the Premises is located in good condition and repair, reasonable wear and tear excepted. Tenant shall replace, at its expense, any of Tenant’s improvements, property or equipment located outside of and all plate and other glass in and about the Premises (such items located outside which is damaged or broken from any cause whatsoever except due to the gross negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a good and workmanlike manner, by licensed contractor(s) which are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Except as otherwise expressly provided in this Lease, Landlord shall have no obligation to alter, remodel, improve, repair, renovate, redecorate or paint all or any part of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Tenant shallshall take good care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import) and, at Tenant’s own 's sole cost and expense, pursuant shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any repairs or replacements to the terms Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of Tenant or any person claiming through or under Tenant or any of their servants, employees, contractors, agents, visitors or licensees, or by the manner of use or occupancy of the Demised Premises by Tenant or any such person (in contradistinction to the mere use or occupancy of the Demised Premises for the purposes set forth in Section 2.01). For the purposes of this LeaseArticle, including without limitationany repairs or work involving asbestos or other hazardous materials or involving compliance with Local Laws #5 of 1973, Article 8 hereof#16 of 1984, keep the Premises, including all improvements, fixtures and furnishings therein, #58 of 1987 and the floor or floors of the Buildings on which the Premises is located Americans With Disabilities Act and any successor laws of like import shall be deemed to be non-structural repairs or replacements. Without affecting Tenant’s improvements's obligations set forth in the preceding sentence, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant's Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building's standard equipment and systems) which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the Project or to any equipment located standard which is appropriate for first class office buildings of similar construction and class in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits Borough of subsection 1 Manhattan, City of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectNew York.

Tenant’s Repair Obligations. Subject to the provisions of this Lease relating to Landlord's maintenance and repair obligations, condemnation and damage and destruction and Landlord's obligations set forth in Section 6, Tenant shall, at Tenant’s 's own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures, furnishings, furniture, and systems and equipment therein (including, without limitation, plumbing fixtures and furnishings thereinequipment such as dishwashers, garbage disposals, and insta-hot dispensers), and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s 's own expense, but under the supervision expense and subject to the prior approval within a reasonable period of Landlord and the terms of Article 8 hereoftime following written notice from Landlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that that, at Landlord's option, or if Tenant fails to commence to make such repairs within ten fifteen (1015) business days following written notice from LandlordLandlord (or if such repairs cannot reasonably be completed within such fifteen (15) day period and Tenant shall fail to commence such repairs within fifteen (15) days after notice and proceed diligently to completion thereafter), Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage plus an administrative charge equal to ten percent (10%) of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s 's involvement with such repairs and replacements forthwith upon being billed for samewithin thirty (30) days after Tenant’s receipt of paid invoices from Landlord. Subject to the provisions Section 10.6, (Waiver of Article 27 belowSubrogation), Landlord may, but shall not will be required to, enter responsible for the Premises at all reasonable times to make such repairs, alterations, improvements or additions repair of any damages to the Premises caused by the negligence or to the Project willful misconduct of Landlord, its agents, employees or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectcontractors.

Tenant’s Repair Obligations. Tenant shallshall take good --------------------------- care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import) and, at Tenant’s own 's sole cost and expense, pursuant shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any repairs or replacements to the terms Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of this LeaseTenant or any person claiming through or under Tenant or any of their servants, including without limitationemployees, Article 8 hereofcontractors, keep agents, visitors or licensees, or by the Premises, including all improvements, fixtures and furnishings therein, and the floor manner of use or floors occupancy of the Buildings on which Demised Premises by Tenant or any such person (in contradistinction to the Premises is located and any of Tenant’s improvements, property mere use or equipment located outside occupancy of the Demised Premises (such items located outside of for the Premisespurposes set forth in Section 2.01). Without affecting Tenant's obligations set forth in the preceding sentence, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant's Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building's standard equipment and systems) which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the Project or to any equipment located standard which is appropriate for first class office buildings of similar construction and class in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits Borough of subsection 1 Manhattan, City of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectNew York.

Tenant’s Repair Obligations. Tenant shallshall take good care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import) and, at Tenant’s own 's sole cost and expense, pursuant shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any structural repairs or structural replacements to the terms Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of Tenant or any person claiming through or under Tenant or any of their servants, employees, contractors, agents, visitors or licensees, or by the manner of use or occupancy of the Demised Premises by Tenant or any such person (in contradistinction to the mere use of the Demised Premises as "offices"). For the purposes of this LeaseArticle, including without limitationthe installation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good ordermaintenance, repair and condition at all times during replacement of a sprinkler system or part thereof or any work pertaining to such sprinkler system or any repairs or work involving asbestos or other hazardous materials or involving compliance with Local Laws #5 of 1973, #16 of 1984, #58 of 1987 and the Lease TermAmericans With Disabilities Act and any successor laws of like import shall be deemed to be non-structural repairs or replacements. In additionWithout affecting Tenant's obligations set forth in the preceding sentence, Tenant shallTenant, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant's Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building's standard equipment and systems) which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the Project or to any equipment located standard which is appropriate for first class office buildings of similar construction and class in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits Borough of subsection 1 Manhattan, City of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectNew York.

Tenant’s Repair Obligations. Tenant shallshall take good care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law or like import) and, at Tenant’s own 's sole cost and expense, pursuant shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system and any sprinkler system installed therein and any installations made or equipment installed therein as a result of any requirement of New York City Local Law #16 of 1984 or any successor law of like import) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any structural repairs or structural replacements to the terms Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of Tenant or any person claiming through or under Tenant or any of their servants, employees, contractors, agents, visitors or licensees, or by the use or occupancy or manner of use or occupancy of the Demised Premises by Tenant or any such person. For the purposes of this LeaseArticle, including without limitationthe installation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good ordermaintenance, repair and condition at all times during replacement of a sprinkler system or part thereof or any work pertaining to such sprinkler system or any repairs or work involving asbestos or other hazardous materials or involving compliance with Local Laws #5 of 1973, #16 of 1984, #58 of 1987 and the Lease TermAmericans With Disabilities Act and any successor laws of like import shall be deemed to be non-structural repairs or replacements. In additionWithout affecting Tenant's obligations set forth in the preceding sentence, Tenant shallTenant, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant's Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) make all replacements, as and when necessary, to all windows and plate and other glass in, on or about the Demised Premises, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, reasonably satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall pay Landlord be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any HVAC equipment (as defined herein), private elevators, escalators, conveyors or mechanical systems (other than the cost thereofBuilding's standard equipment and systems) which may be installed in the Demised Premises by Owner, including a percentage Tenant or others and which exclusively serve the Demised Premises. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install elevators, general conditionsescalators, fees and other costs conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the standard which is appropriate for first class office buildings of similar construction and class in the Borough of Manhattan, City of New York. The term "HVAC" shall mean heating, ventilation and air conditioning. Tenant's obligations hereunder with respect to the Project or sprinkler system shall be subject to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any terms and all rights under and benefits conditions of subsection 1 Subsection B of Section 1932 3.05 and Sections 1941 Owner's obligations thereunder. Tenant's obligations hereunder with respect to work involving asbestos or other hazardous materials shall be subject to Section 3.06 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectOwner's obligations thereunder.

Tenant’s Repair Obligations. Tenant shallwill, at Tenant’s its own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures Premises in good condition and furnishings thereinrepair during the Term, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, shall promptly and adequately repair all damage to the Premises and replace or repair all damageddamaged or broken glass, brokenfixtures, or worn fixtures equipment, improvements and appurtenances, except for damage caused within any reasonable period of time specified by ordinary wear and tear or beyond the reasonable control of TenantLandlord; provided provided, however, that if Tenant fails shall not be obligated to commence to make repair or replace the Structural Components or the HVAC Systems servicing the Premises; such repairs within ten (10) business days following notice from items being the sole responsibility of Landlord. If Tenant does not fulfill its obligations under this Section 12.1, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof plus an additional eight percent (8%) to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from cover Landlord’s involvement with such repairs overhead and replacements related expenses, forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, may enter the Premises at all reasonable times to make such repairs and replacements and any other repairs, alterations, improvements or and additions to the Premises or to the Project Building or to any equipment located in the Project as Building. Notwithstanding anything contained herein to the contrary, if any damage to the Premises or the Property or to any equipment thereon or appurtenance thereto results from any act, omission or neglect of Tenant or of Tenant’s contractors, agents or employees, Landlord shall desire or deem necessary or as may, at Landlord’s option, repair such damage and Tenant shall, upon demand by Landlord, reimburse Landlord may be required forthwith for the total cost of such repairs, plus an additional eight percent (8%) to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any cover Landlord’s overhead and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectrelated expenses.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior and exterior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofas described in Section 1.19 of the Summary, keep and all Tenant Improvements, Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, entrances, halls, doors, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors, floor slab and floor coverings, restroom facilities, custom lighting, all landscaping, parking areas, sidewalks and driveways, the HVAC equipment, and exterior lighting standards, and any additions and other property located within the Premises, including so as to keep all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien free and in a first class and workmanlike manner, by licensed contractor(s) that are selected by Tenant. All other repair and maintenance of the PremisesPremises to be performed by Tenant, areif any, collectively, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In additionPremises properly as required hereunder, and should Tenant shallfail to complete such repair/maintenance within twenty (20) days following written demand from Landlord to effect such repairs/maintenance, at Tenant’s own expenseand should failure continue beyond ten (10) days following a second written demand given by Landlord following the expiration of the twenty (20) days, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord’s reasonable costs for making such repairs, within ten (10) business days following notice after receipt from Landlord, Landlord may, but need not, make of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs ten (10) day period will bear interest at the Interest Rate until paid by Tenant. The twenty (20) day and replacements, and ten (10) day time periods set forth above for Tenant’s performance shall be extended by a reasonable time required for Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make effect such repairs/maintenance, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. should Tenant hereby waives any commence such repairs/maintenance within such time period and all rights under and benefits diligently pursue completion of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectsuch repairs/maintenance.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, floors and floor coverings, shelving, kitchen, executive restroom and/or shower facilities, and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises (such items located outside other than exterior windows which shall be replaced by Landlord) which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold, condition or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-shall be as provided in the Summary. If Tenant refuses or neglects to repair and maintain the Premises Equipment”properly as required hereunder, then at any time following thirty (30) days from the date on which Landlord makes a written demand on Tenant to effect such repair and maintenance (except in the event of an emergency in which event no notice shall be required), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord, Landlord may, but need not, make ’s costs for making such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage plus an amount not to exceed five percent (5%) of the cost thereof (to be uniformly established such costs for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising within thirty (30) days of receipt from Landlord’s involvement with Landlord of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements forthwith upon being billed for same. Subject to thirty (30) day period will bear interest at the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth in Sections 11.2, 16.1, 18.1 and 19.2 hereof, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant keep, maintain, clean, repair, preserve and replace, as necessary, the Premises and all parts thereof including, without limitation, all Tenant Improvements, Tenant Changes, utility meters, all special or supplemental HVAC systems, electrical systems, pipes and conduits, located within the Premises, all fixtures, furniture and equipment, Tenant’s storefront (if any), Tenant’s signs, locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen and/or restroom facilities and appliances located within the Premises to the terms extent such facilities and appliances are intended for the exclusive use of Tenant, custom lighting, and any alterations, additions and other property located within the Premises in first-class condition and repair, reasonable wear and tear excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the gross negligence or willful misconduct of Landlord, its agents or employees and not covered by insurance maintained, or required to be maintained, by Tenant hereunder. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractors) which are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Except as otherwise expressly provided in this Lease, including without limitationLandlord shall have no obligation to alter, Article 8 hereofremodel, keep the Premisesimprove, including repair, renovate, redecorate or paint all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside part of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. Subject to the provisions of Sections 20 and 22 of this Lease, Tenant shall at its own cost and expense keep and maintain all parts of the Demised Premises and such portion of the Development within the exclusive control of Tenant in good and sanitary condition, and in working order and repair promptly making all necessary repairs and replacements, whether ordinary or extraordinary, with materials dn workmanship of the same character, kind and quality as the original, including but not limited to, doors, any special office entries, interior walls and furnish work, floor coverings, electrical systems and fixtures, and plumbing work and fixtures, reasonable wear and tear accepted. All such repairs and replacements shall be made under the supervision and with the prior written approval of Landlord, using contractors acceptable to Landlord. Tenant shall not damage any demising wall or disturb the integrity and supports provided by any demising wall and shall, at its sole cost and expense, properly repair any damage or injury to any demising wall caused by Tenant or its employees, agents or invitees. Tenant shall, at Tenant’s its own cost and expense, pursuant as additional rent, pay for the repair of any damage to the Demised Premises, the Building, or the Development resulting from and/or caused in whole or in part by the negligence or misconduct of Tenant, its agents, contractors, employees, invitees, sublessees, assignees, licensees, or any other person entering upon the Development as a result of Tenant's business activities or caused by Tenant's default hereunder. All injury to the Demised Premises or the Development caused by moving property of Tenant into, in or out of, the Building and all damages caused by Xxxxxx, or the agents, contractors, licensees, sublessees, assignees, employees and invitees of Tenant shall be repaired by Tenant, at the expense of Tenant. In the event Tenant shall fail to do so, then Landlord shall have the right to make such necessary repairs, alterations and replacements, structural, non-structural or otherwise and 115% of any charge or cost so incurred by Landlord shall be paid by Xxxxxx as additional rent, payable with the installment of Rent next becoming due or thereafter falling due under the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures . This provision shall be construed as an additional remedy granted to or and furnishings therein, not in limitation of any rights and the floor remedies which Landlord has or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), may have in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectsaid circumstances.

Tenant’s Repair Obligations. Except for Landlord's obligations under Section 11.2 and except for latent defects in the Premises not caused by Tenant shallor Tenant's improvements to the Premises, Tenant shall at all times and at Tenant’s own 's sole cost and expense, pursuant to keep, maintain, clean, repair, renovate, retrofit, replace and preserve the terms of this LeasePremises and all parts thereof, including structural and non-structural, including, without limitation, Article 8 hereofutility meters, keep plumbing, pipes and conduits, all heating, ventilating and air conditioning systems located within the Premises, including all improvementsfixtures, fixtures furniture and furnishings thereinequipment, Tenant's signs, if any, locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, restrooms, ceilings, interior walls, roof, skylights, interior and demising walls, doors, electrical and lighting equipment, sprinkler systems, walkways, loading dock areas and doors, rail spur areas, fences, signs, and the floor any Tenant Improvements, Tenant Changes or floors of the Buildings on which other alterations, additions and other property and/or fixtures located within the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good ordercondition and repair, repair reasonable wear and condition tear excepted. Tenant shall at all times during the Lease TermTerm make all structural and non-structural changes, repairs and improvements to the Premises of every kind and nature, whether ordinary or extraordinary, foreseen or unforeseen, which may be required by any Laws or for the safety of the Premises Tenant agrees to procure and maintain maintenance contracts for all heating, ventilating and air conditioning systems with reputable contractors reasonably approved by Landlord. In addition, Tenant shallagrees, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of use contractors designated or otherwise approved by Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, brokenfor any repairs to, or worn fixtures that will adversely affect, the Building's systems and appurtenancesequipment. Such maintenance and repairs shall be performed with due diligence, except for damage caused lien-free and in a good and workmanlike manner, by ordinary wear licensed contractor(s) which are selected by Tenant and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from approved by Landlord, which approval Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements unreasonably withhold or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectdelay.

Tenant’s Repair Obligations. Except for Landlord's obligations specifically set forth elsewhere in this Lease and in Section 8.1 and 1.19(d) above and in the Summary, Tenant shall, shall at all times and at Tenant’s own 's sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant's signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all interior glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as required hereunder to the prior approval reasonable satisfaction of Landlord, then at any time following ten (10) days from the date on which Landlord makes a written demand on Tenant to effect such repair and the terms of Article 8 hereofmaintenance, promptly and adequately repair all damage to Landlord may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord's costs for making such repairs plus an amount not to exceed two percent (2%) of such costs for overhead, within ten (10) business days following notice after receipt from Landlord, Landlord may, but need not, make of a written itemized bxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements, and Tenant shall pay Landlord ten (10) day period will bear interest at the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which foregoing elements of the Premises in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is located and damaged or broken by Tenant and/or any of Tenant’s improvementsParties, property except due to the negligence or equipment located outside willful misconduct of the Premises (such items located outside Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as required hereunder to the prior approval reasonable satisfaction of Landlord and the terms of Article 8 hereofLandlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within then at any time following ten (10) business days following notice from Landlordthe date on which Landlord makes a written demand on Tenant to effect such repair and maintenance, Landlord may, but need not, may enter upon the Premises and make such repairs and replacementsand/or maintenance, and Tenant shall pay Landlord the cost upon completion thereof, including a percentage Tenant agrees to pay to Landlord as Additional Rent, Landlord’s costs for making such repairs plus an amount not to exceed five percent (5%) of the cost thereof (to be uniformly established such costs for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising within thirty (30) days after receipt from Landlord’s involvement with Landlord of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements forthwith upon being billed for same. Subject to thirty (30) day period will bear interest at the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Subject to Section 11.4 hereof Tenant shallwill, at Tenant’s its own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the PremisesPremises in good condition and repair during the Term as follows: (a) repairs to all heating, including all improvements, fixtures ventilating or air conditioning systems or units and furnishings therein, and the floor or floors of the Buildings on security systems which the Premises is located and any of Tenant’s improvements, property or equipment located outside of solely serve the Premises (such items located outside of i.e. are not systems or units also serving other tenants or premises in the Premises, are, collectively, “Tenant’s Off-Premises Equipment”Building), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval (b) repairs of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace (including, without limitation, dock levelers) except to the extent caused by Landlord or repair its agents, (c) repairs (or replacement) of all damageddamaged or broken glass, brokenfixtures, or worn fixtures improvements and appurtenances, except for damage caused by ordinary wear and tear or beyond (d) repairs of all electrical and plumbing systems in the reasonable control of Tenant; provided however, that if Premises. If Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlorddoes not fulfill its obligations under this Section 11.1, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof plus an additional ten percent (10%) to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from cover Landlord’s involvement with such repairs overhead and replacements related expenses, forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, may enter the Premises at all reasonable times (and upon prior notice) to make such repairs and replacements and any other repairs, alterations, improvements or improvements, and additions to the Premises or to the Project Building or to any equipment located in the Project as Building to the extent Landlord is obligated to so maintain such items under the terms of this Lease. Tenant shall not be obligated to repair or replace the roof or any structural elements in the Premises. Notwithstanding anything contained herein to the contrary, if any damage to the Property or to the Premises or to any equipment thereon or appurtenance thereto results from any negligent act or omission of Tenant or of Tenant’s contractors, agents or employees, Landlord shall desire or deem necessary or as notify Tenant thereof and in the event Tenant fails to repair such damage within a reasonable time period then Landlord may be required may, at Landlord’s option, repair such damage and Tenant shall, upon demand by Landlord, reimburse Landlord forthwith for the total cost of such repairs, plus an additional ten percent (10%) to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any cover Landlord’s overhead and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectrelated expenses.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth in Sections 11.3, 18.1 and 19.2 hereof or as otherwise provided in this Lease, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant keep, maintain, clean, repair and preserve and replace, as necessary, the Premises and all parts thereof including, without limitation, (i) all Tenant Improvements and Tenant Changes, (ii) all utility meters, pipes and conduits to the terms extent exclusively serving the Premises, (iii) all heating, ventilating and air conditioning systems installed by Tenant and located within the Premises or exclusively serving the Premises, (iv) all fixtures, furniture and equipment within or exclusively serving the Premises, or belonging to Tenant or Tenant’s Parties, (v) Tenant’s storefront (if any) and signs, if any, (vi) all locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, restrooms, if any, within the Premises, and (vii) any alterations, additions and other property located within the Premises, in good condition and repair, reasonable wear and tear excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to any act, neglect, fault or omission of Landlord, or any of Landlord’s agents, employees or contractors, and not covered by insurance maintained, or required to be maintained, by Tenant hereunder. Such maintenance and repairs shall be performed with due diligence, lien-free and in a good and workmanlike manner, by licensed contractor(s) which are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Except as otherwise expressly provided in this Lease, including without limitationLandlord shall have no obligation to alter, Article 8 hereofremodel, keep improve, repair, renovate, redecorate or paint all or any part of the Premises. Landlord shall make commercially reasonable efforts to extend to Tenant the benefits of all warranties relating to the Premises, including without limitation all improvements, fixtures warranties for the mechanical and furnishings therein, and the floor or floors of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of operational systems within the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject warranties with respect to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage roof of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectBuilding.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as required hereunder to the prior approval reasonable satisfaction of Landlord, then at any time following ten (10) days from the date on which Landlord makes a written demand on Tenant to effect such repair and the terms of Article 8 hereofmaintenance, promptly and adequately repair all damage to Landlord may enter upon the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs and/or maintenance, and upon completion thereof, Tenant agrees to pay to Landlord as Additional Rent, Landlord’s costs for making such repairs plus an amount not to exceed ten percent (10%) of such costs for overhead, within ten (10) business days following notice of receipt from Landlord, Landlord may, but need not, make of a written itemized xxxx therefor. Any amounts not reimbursed by Tenant within such repairs and replacements, and Tenant shall pay Landlord ten (10) business day period will bear interest at the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectTenant.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s its own expense, pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, and the floor or floors of the Buildings on which maintain the Premises is located and any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good orderand sanitary condition, working order and repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, shall promptly and adequately repair all damage to the Premises and restore, replace or repair all damageddamaged or broken glass, brokencarpet, or worn fixtures wallcovering, doors, fixtures, equipment, improvements and appurtenances; provided, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails shall not be obligated to commence repair or replace the roof or any structural defects in the Premises, or the heating and air conditioning systems servicing the Premises, except to make the extent that such repairs within ten (10) business days following notice repair or replacement are necessitated by the act or neglect of Tenant, its agents, servants or employees. In the event that any such repairs, maintenance or replacements are required, Tenant shall promptly arrange for the same either through Landlord for such reasonable charges as Landlord may from Landlordtime to time establish, or such contractors as Landlord generally uses at the Property or such other contractors as Landlord shall first approve in writing, and in a first class, workmanlike manner approved by Landlord in advance in writing. If Tenant does not fulfill its obligations under this Subsection 12.1, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof plus an additional fifteen percent (15%) to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from cover Landlord’s involvement with such repairs overhead and replacements forthwith related expenses, immediately upon being billed for samewritten demand therefor. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, may enter the Premises at all reasonable times to make such repairs and replacements and any other repairs, alterations, improvements or and additions to the Premises or to the Project Building or to any equipment or system located in the Project as Landlord shall desire Building. Notwithstanding anything contained herein to the contrary, if any damage to the Premises or deem necessary the Property or as to any equipment or system thereon (including but not limited to the roof of the Building or any heating, air conditioning and ventilation systems serving the Premises) or appurtenance thereto results from any act, omission or neglect of Tenant or of Tenant’s contractors, agents or employees, Landlord may be required but is not obligated to, at Landlord’s option, repair such damage, and Tenant shall reimburse Landlord immediately upon written demand for the total cost of such repairs, plus an additional fifteen percent (15%) to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any cover Landlord’s overhead and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectrelated expenses.

Tenant’s Repair Obligations. Tenant shall, at Tenant’s own expense, pursuant to the terms of Except for Landlord's obligations specifically set forth in this Lease, including Tenant shall at all times and at Tenant's sole cost and expense, keep, maintain, clean, repair, preserve and replace, as necessary, the Premises and all parts thereof including, without limitation, Article 8 hereofall Tenant Improvements, keep Tenant Changes, utility meters, any above-standard improvements installed in the PremisesBuilding such as, including for example, but not by way of limitation, custom lighting, special or supplementary plumbing systems or distribution extensions, heating and ventilating and/or air conditioning systems or equipment installed by Tenant, special or supplemental electrical panels or distribution systems, or kitchen or restroom facilities and appliances to the extent such facilities and appliances are installed by Tenant, all improvementsfixtures, fixtures furniture and furnishings thereinequipment, Tenant's storefront, Tenant's signs, locks, closing devices, security devices, windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen and/or restroom facilities and appliances located within the Building, and any alterations, additions and other property located within the floor Building in first-class condition and repair, reasonable wear and tear excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Building, which is damaged or floors broken from any cause whatsoever except due to the gross negligence or willful misconduct of Landlord, its agents or employees. Tenant shall deliver full and complete copies of all of the Buildings on Service Contracts to Landlord upon Landlord's request. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) which the Premises is located are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Except as otherwise expressly provided in this Lease, Landlord shall have no obligation to alter, remodel, improve, repair, renovate, redecorate or paint all or any of Tenant’s improvements, property or equipment located outside of the Premises (such items located outside part of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including a percentage of the cost thereof (to be uniformly established for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising from Landlord’s involvement with such repairs and replacements forthwith upon being billed for same. Subject to the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effect.

Tenant’s Repair Obligations. A. Tenant shallshall take good care of the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system) and, at Tenant’s own 's sole cost and expense, shall make all repairs and replacements, structural and otherwise, ordinary and extraordinary, foreseen and unforeseen as and when needed to preserve the Demised Premises (including, but not limited to, any Class E Fire Alarm and Communication system) in good and safe working order and in first class repair and condition, except that Tenant shall not be required to make any structural repairs or structural replacements to the Demised Premises unless necessitated or occasioned by the acts, omissions or negligence of Tenant or any person claiming through or under Tenant or any of their servants, employees, contractors, agents, visitors or licensees, or by the use or occupancy or manner of use or occupancy of the Demised Premises by Tenant or any such person. For the purposes of this Article, any repairs or work involving asbestos or other hazardous materials (except to the extent the same is the obligation of owner pursuant to the terms of this Lease, including without limitation, Article 8 hereof, keep the Premises, including all improvements, fixtures and furnishings therein, Section 3.05) and the floor or floors of the Buildings on which the Premises is located Americans With Disabilities Act and any successor laws of like import shall be deemed to be non-structural repairs or replacements. Without affecting Tenant’s improvements's obligations set forth in the preceding sentence, property or equipment located outside of the Premises (such items located outside of the Premises, are, collectively, “Tenant’s Off-Premises Equipment”), in good order, repair and condition at all times during the Lease Term. In addition, Tenant shall, at Tenant’s own 's sole cost and expense, but under the supervision and subject to the prior approval of Landlord and the terms of Article 8 hereof, promptly and adequately repair shall also (i) make all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within ten (10) business days following notice from Landlord, Landlord may, but need not, make such repairs and replacements, and perform all maintenance as and when necessary, to the lamps, tubes, ballasts, and starters in the lighting fixtures installed in the Demised Premises, (ii) make all repairs and replacements, as and when necessary, to Tenant's Personal Property and to any Alterations made or performed by or on behalf of Tenant or any person claiming through or under Tenant, and (iii) if the Demised Premises shall pay Landlord include any space on any ground, street, mezzanine or basement floor in the cost thereofBuilding, including a percentage make all replacements, as and when necessary, to all windows and plate and other glass in, on or about such space, and obtain and maintain, throughout the Demised Term, plate glass insurance policies issued by companies, and in form and amounts, satisfactory to Owner, in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, and (iv) perform all maintenance and make all repairs and replacements, as and when necessary, to any air conditioning equipment, private elevators, escalators, conveyors or mechanical systems (other than the Building's standard equipment and systems) which may be installed in the Demised Premises by Owner, Tenant or others. However, the provisions of the cost thereof (foregoing sentence shall not be deemed to be uniformly established for the Building and/or the Project) sufficient give to reimburse Landlord for all overheadTenant any right to install air conditioning equipment, general conditionselevators, fees and other costs escalators, conveyors or expenses arising from Landlord’s involvement with such mechanical systems. All repairs and replacements forthwith upon being billed for same. Subject made by or on behalf of Tenant or any person claiming through or under Tenant shall be made and performed in conformity with, and subject to the provisions of Article 27 below, Landlord may, but 3 and shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions least equal in quality and class to the Premises original work or installation. The necessity for, and adequacy of, repairs and replacements pursuant to this Article 5 shall be measured by the Project or to any equipment located standard which is appropriate for first class office buildings of similar construction and class in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits Nassau County, State of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectNew York.

Tenant’s Repair Obligations. Except for Landlord’s obligations specifically set forth elsewhere in this Lease and in Section 8.1 above and in the Summary, Tenant shall, shall at all times and at Tenant’s own sole cost and expense, pursuant to keep, maintain, clean, repair, preserve and replace, as necessary, the terms interior of this Leasethe Premises and all parts thereof including, including without limitation, Article 8 hereofall Tenant Improvements, keep Alterations, and all furniture, fixtures and equipment, including, without limitation, all computer, telephone and data cabling and equipment, Tenant’s signs, if any, door locks, closing devices, security devices, interior of windows, window sashes, casements and frames, floors and floor coverings, shelving, kitchen, restroom facilities and/or appliances of any kind located within the Premises, including all improvementsif any, fixtures and furnishings thereincustom lighting, and any additions and other property located within the floor or floors Premises, so as to keep all of the Buildings on which the Premises is located and any of Tenant’s improvements, property or equipment located outside foregoing elements of the Premises (such items located outside in good condition and repair, reasonable wear and tear and casualty damage excepted. Tenant shall replace, at its expense, any and all plate and other glass in and about the Premises which is damaged or broken from any cause whatsoever except due to the negligence or willful misconduct of Landlord, its agents or employees. Such maintenance and repairs shall be performed with due diligence, lien-free and in a first-class and workmanlike manner, by licensed contractor(s) that are selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. All other repair and maintenance of the Premises, areBuilding and Property to be performed by Tenant, collectivelyif any, “Tenant’s Off-Premises Equipment”), shall be as provided in good order, the Summary. If Tenant refuses or neglects to repair and condition at all times during maintain the Lease Term. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject Premises properly as required hereunder to the prior approval reasonable satisfaction of Landlord and the terms of Article 8 hereofLandlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that if Tenant fails to commence to make such repairs within then at any time following ten (10) business days following notice from Landlordthe date on which Landlord makes a written demand on Tenant to effect such repair and maintenance, Landlord may, but need not, may enter upon the Premises and make such repairs and replacementsand/or maintenance, and Tenant shall pay Landlord the cost upon completion thereof, including a percentage Xxxxxx agrees to pay to Landlord as Additional Rent, Landlord’s costs for making such repairs plus an amount not to exceed ten percent (10%) of the cost thereof (to be uniformly established such costs for the Building and/or the Project) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs or expenses arising within thirty (30) days after receipt from Landlord’s involvement with Landlord of a written itemized bill therefor. Any amounts not reimbursed by Tenant within such repairs and replacements forthwith upon being billed for same. Subject to thirty (30) day period will bear interest at the provisions of Article 27 below, Landlord may, but shall not be required to, enter the Premises at all reasonable times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do Interest Rate until paid by governmental or quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or ordinance now or hereafter in effectXxxxxx.