Common use of TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS Clause in Contracts

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. If Landlord fails ------------------------------------------------ to perform any of its repair and maintenance obligations under Sections 17(A)(i) or 17(B)(i), and such failure continues for more than thirty (30) days after written notice from Tenant. Tenant shall have the right, but not the obligation, to perform such repairs and/or maintenance. In the event of an emergency involving an immediate threat of personal injury or property damage, Tenant shall have the right to perform such repairs if Landlord fails to do so within twenty-four (24) hours after notice from Tenant. In either such event, Landlord shall reimburse Tenant for the reasonable costs incurred by Tenant to complete such repairs and/or maintenance within thirty (30) days after receipt of Tenant's written demand therefor, together with copies of paid invoices evidencing the costs incurred by Tenant. If Landlord fails to reimburse Tenant for such costs within such thirty (30) day period, such amount shall accrue interest at the Interest Rate from the date of expenditure by Tenant until reimbursed by Landlord. Any repairs and/or maintenance permitted herein shall be performed in a good and workmanlike manner by licensed and bonded contractors. If Landlord objects to the repairs and/or maintenance performed by Tenant or the expenses incurred by Tenant in performing such work, Landlord shall deliver written notice of Landlord's objection to Tenant within thirty (30) days after Landlords receipt of Tenant's invoice evidencing the expenses incurred by Tenant. Landlord's notice shall set forth in reasonable detail Landlord's reasons for its claim that such repairs and/or maintenance were not required or were not Landlord's obligation under the terms of this Lease, and/or the reasons for Landlord's dispute of the expenses incurred by Tenant in performing such work. If Landlord and Tenant fail to resolve any such dispute within thirty (30) days after Landlord has notified Tenant of Landlord's objections, the matter shall be resolved by binding arbitration in accordance with the provisions of California Code of Civil Procedure Sections 1280 et seq.

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. (a) If (i) for any reason, (other than (a) a Casualty (except for any Casualty for which Tenant does not have or has waived the right to cancel this Lease and Landlord fails ------------------------------------------------ has not restored the Premises or that portion of the Building which affects the Premises prior to the Outside Date (as such may be extended by Force Majeure as provided in Section 7.05 hereof or Tenant Delay), or (b) Tenant Delay) there is a failure to furnish any service or install any improvement, (other than any service or improvement in connection with the elevators in the Building) which in each case is exclusively for the benefit of Tenant and services the Premises exclusively (“Exclusive Services”) and as a result thereof the conduct of Tenant’s normal business operations in a material portion of the Premises shall be materially impaired (any or all of the foregoing hereinafter sometimes referred to as an “Interruption”), (ii) the curing of such Interruption would require payments to be made in connection with or work to be performed, or otherwise affect any space, outside the Premises but would not require access to another tenant’s premises (unless such other tenant shall consent to such access by Tenant or its agents) and would not adversely affect any other tenant and Tenant obtains the decision of an arbitrator in accordance with Section 9.03 that an Interruption has occurred and Landlord does not immediately (as practicable under the circumstances) after such arbitration decision commence and diligently prosecute action to remedy such Interruption then, in any such event, and upon the giving of five (5) days’ notice to Landlord (which notice shall expressly state that Tenant intends to exercise its self-help remedy in accordance with this Section 8.24), Tenant shall have the right (but not the obligation) to furnish any Exclusive Services which Landlord shall have failed to furnish. Tenant’s cure of any Interruption which will require work to be performed or otherwise affect any Landlord Obligation Area or elsewhere outside the Premises shall be effected by Landlord’s staff, its employees or its independent contractors, unless such staff, its employees or its independent contractors fail to respond to Tenant’s direction in which event Tenant may secure other competent independent contractors. Without limiting the generality of any other provision of this Lease, Tenant shall have no right to perform any obligation or furnish any service that Landlord has failed to perform or furnish unless (x) the cure by Tenant of such Interruption will not require Tenant to access another tenant’s premises (unless such other tenant shall consent to such access by Tenant or its repair agents), (y) such failure of Landlord results in an Interruption and maintenance obligations under Sections 17(A)(i(z) the cure by Tenant of such Interruption would not adversely affect another tenant. Nothing contained in this Article 8 shall be construed to permit Tenant to cause Xxxxxxxx’s managing agent for the Building to be removed or replaced. (b) If (i) for any reason (other than Tenant Delay) there is a failure to furnish any of the services which Landlord is required to furnish pursuant to this Lease, (ii) the curing of such failure would not require work to be performed, or otherwise adversely affect any space, in the Landlord Obligation Areas (other than corridors entirely within the Premises and windows abutting the exterior of the Premises) or 17(B)(i)elsewhere outside of the Premises, and (iii) such failure continues for more than thirty (30) days after written notice from Tenant. by Tenant to Landlord; provided, that if the cure of such failure cannot with due diligence be performed within such 30-day period, such 30-day period shall have be extended for so long as Landlord shall be diligently prosecuting the rightperformance of such cure and (iv) such failure continues for ten (10) days after a second notice by Tenant to Landlord (which notice shall expressly state that Landlord has not performed within the time period set forth in clause (iii) above and that Tenant intends to exercise its self-help remedy in accordance with this Section 8.24(b)), but not the obligation, to perform such repairs and/or maintenance. In the event of an emergency involving an immediate threat of personal injury or property damage, then Tenant shall have the right to perform furnish any such repairs if Landlord’s services as Landlord fails shall have failed to do so within twentyperform. (c) If Tenant exercises its self-four help remedy in accordance with clauses (24a) hours after notice from Tenant. In either such eventand (b) of this Section 8.24, Landlord shall reimburse pay to Tenant for the reasonable costs incurred by Tenant in furnishing such Landlord’s services which Landlord failed to complete furnish within thirty (30) days after receipt by Landlord of a detailed statement as to the amount of such repairs and/or maintenance costs. If Landlord fails to pay such amounts within thirty (30) days after receipt of Tenant's written demand therefor’s statement, together with copies of paid invoices evidencing the costs incurred by Tenant. If Landlord fails to reimburse Tenant for then such costs within such thirty (30) day period, such amount shall amounts will accrue interest at the Interest Rate from the date of expenditure such costs were incurred by Tenant, until such amount is either paid by Landlord or recouped by Tenant until reimbursed by Landlord. Any repairs and/or maintenance permitted herein shall be performed in a good and workmanlike manner by licensed and bonded contractorsagainst the Rent. If Landlord objects fails to pay any such amounts when due, Tenant may recoup such amounts due against the Rents payable hereunder. The rights granted Tenant under this Section 8.24 shall be in addition to any other remedies Tenant may have under this Lease and by Law except as provided in Section 6.07 hereof. Tenant will not be deemed to have taken occupancy of the portion of the Premises solely by reason of Tenant exercising its self help rights under this Section 8.24 with respect to an Interruption caused by Xxxxxxxx’s failure to cure an Interruption resulting from a Casualty for which Xxxxxx does not have or has waived the right to cancel this Lease pursuant to Section 7.05 of this Lease and Landlord has not restored the Premises or the Building prior to the repairs and/or maintenance performed Outside Date (as extended by Force Majeure as provided in Section 7.05 hereof or Tenant or the expenses incurred by Tenant in performing such workDelay.) (d) For all purposes of Section 8.24 and Section 8.25, Landlord shall deliver written notice of Landlord's objection to Tenant within thirty (30) days after Landlords receipt of Tenant's invoice evidencing the expenses incurred by Tenant. Landlord's notice shall set forth in reasonable detail Landlord's reasons for its claim that such repairs and/or maintenance were not required or were not Landlord's obligation under the terms of this Lease, and/or the reasons for Landlord's dispute a material portion of the expenses incurred by Tenant in performing such work. If Landlord and Tenant fail to resolve any such dispute within thirty Premises shall mean at least 5,000 contiguous rentable square feet of the Premises or at least 10,000 rentable square feet of the Premises (30) days after Landlord has notified Tenant regardless of Landlord's objections, the matter shall be resolved by binding arbitration in accordance with the provisions of California Code of Civil Procedure Sections 1280 et seqcontiguity).

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. If Landlord fails ------------------------------------------------ to perform shall be in default in the performance of or compliance with any of its repair and maintenance obligations under Sections 17(A)(i) the agreements, terms, covenants or 17(B)(i), and such failure continues conditions in this Lease for more than a period of thirty (30) days after written notice from Tenant. Tenant shall have to Landlord specifying the rightitems in default, but not or in the obligationcase of a default which cannot, to perform such repairs and/or maintenance. In the event of an emergency involving an immediate threat of personal injury or property damagewith due diligence, Tenant shall have the right to perform such repairs if be cured within said thirty (30)-day period, Landlord fails to proceed within said thirty (30)-day period to cure the same and thereafter to prosecute the curing of such default with due diligence (it being intended in connection with a default not susceptible of being cured with due diligence within said thirty (30)-day period that the time of Landlord within which to cure the same shall be extended for such period as may be necessary to complete the same with all due diligence), then Tenant may, at its option (but shall not be required to) do so within twenty-four (24) hours after notice from Tenant. In either such eventthe same or cause the same to be done, Landlord shall reimburse Tenant for the reasonable costs amounts paid and expenses incurred by Tenant to complete such repairs and/or maintenance within thirty (30) days after receipt of Tenant's written demand therefor, together with copies of paid invoices evidencing the costs incurred by Tenant. If Landlord fails to reimburse Tenant for such costs within such thirty (30) day period, such amount tenant in connection therewith shall accrue interest at the Lease Interest Rate from the date of expenditure by Tenant until reimbursed by Landlord. Any repairs and/or maintenance permitted herein and shall be performed in a good due and workmanlike manner payable by licensed and bonded contractors. If Landlord objects to the repairs and/or maintenance performed by Tenant or the expenses incurred by Tenant in performing such work, Landlord shall deliver written notice of Landlord's objection to Tenant within thirty (30) days after Landlords receipt of Tenant's invoice evidencing the expenses incurred by demand therefor from Tenant. Landlord's notice shall set forth Tenant, in reasonable detail Landlord's reasons for its claim that such repairs and/or making any payment hereby authorized in connection with the completion of construction of improvements to or repair or maintenance were not required or were not Landlord's obligation under the terms of this Lease, and/or the reasons for Landlord's dispute of the expenses incurred by Premises may do so in such amounts and to such persons as Tenant in performing such workreasonably may deem appropriate. If Landlord and Tenant fail to resolve any such dispute within thirty (30) days after Landlord has notified Tenant of Landlord's objections, the matter Nothing contained herein shall be resolved by binding arbitration in accordance with the provisions of California Code of Civil Procedure Sections 1280 et seqconstrued to require Tenant to advance monies for any purpose.

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. If Landlord fails ------------------------------------------------ to perform any of its repair and maintenance obligations under Sections 17(A)(i) or 17(B)(i)maintain the Premises as set forth in Section 6.4 below, and such failure continues for more than thirty Landlord fails to cure the same within twenty (3020) days after written Tenant has given Landlord notice from Tenant. of such failure pursuant to Section 18 (unless the failure relates to maintenance, repair or replacement of the roof, in which case Tenant shall have the rightonly be required to provide Landlord with five (5) days’ prior written notice, but not the obligationor unless such failure results in an emergency, to perform such repairs and/or maintenance. In the event of an emergency involving an immediate threat of personal injury or property damagein which case, no prior notice is required), Tenant shall have may, at its option, put or cause the right same to perform be put in the condition and state of repair required by this Lease, and in such repairs if Landlord fails to do so within twenty-four (24) hours after notice from Tenant. In either such eventcase, Landlord shall reimburse Tenant for the reasonable costs amounts incurred by Tenant to complete in performing such repairs and/or maintenance within thirty (30) days after receipt Tenant’s delivery to Landlord of Tenant's written demand therefor, together with statements and copies of paid reasonably detailed invoices evidencing the costs incurred by from Tenant’s contractor(s) and/or vendor(s). If Landlord fails timely to reimburse Tenant for hereunder, Tenant may credit the amounts due Tenant from Landlord against any payment obligations under this Lease until such costs within such thirty (30) day periodreimbursement is fully recovered. Further, such amount shall accrue interest at in the Interest Rate from the date of expenditure by Tenant until reimbursed event any repairs or construction by Landlord. Any repairs and/or maintenance permitted herein shall be performed in a good and workmanlike manner by licensed and bonded contractors. If Landlord objects to the repairs and/or maintenance performed by Tenant , whether under this Section or the expenses incurred by Tenant in performing such work, Landlord shall deliver written notice of Landlord's objection to Tenant within thirty (30) days after Landlords receipt of Tenant's invoice evidencing the expenses incurred by Tenant. Landlord's notice shall set forth in reasonable detail Landlord's reasons for its claim that such repairs and/or maintenance were not required or were not Landlord's obligation under the terms any other provision of this Lease, and/or the reasons for Landlord's dispute results in all or part of the expenses incurred by Tenant in performing such work. If Landlord Premises being closed for business or Tenant’s business being adversely impacted, Tenant’s Base Rent, Additional Rent and Tenant fail to resolve any such dispute within thirty (30) days after Landlord has notified Tenant of Landlord's objections, the matter other charges shall be resolved by binding arbitration in accordance with abated based on the provisions proportion of California Code the Premises that are closed for business or based on the extent to which Tenant’s business is adversely impacted until such time as Tenant is able to reopen such portions of Civil Procedure Sections 1280 et seqthe Premises for business or Landlord completes its repairs or construction (whichever is later).

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. (a) If (i) for any reason, including, without limitation, Force Majeure, there is a failure to furnish any of the services which Landlord fails ------------------------------------------------ is required to furnish pursuant to this Lease, or to make any repairs or replacements which Landlord is required to make pursuant to the terms of this Lease, or to perform any other obligation of its repair Landlord under this Lease, and maintenance obligations under Sections 17(A)(ias a result thereof the conduct of Tenant's normal business operations in the Premises (or a material portion thereof) shall be materially impaired (any or 17(B)(iall of the foregoing hereinafter sometimes referred to as an "Interruption"), and (ii) the curing of such failure continues for more than thirty Interruption would require work to be performed, or otherwise affect any space, in the Landlord Obligation Areas or elsewhere outside of the Premises, (30iii) days after written notice from Tenant. either (A) Tenant shall have obtains the right, but not the obligation, to perform such repairs and/or maintenance. In the event decision of an emergency involving arbitrator in accordance with Section 8.09 that an immediate threat Interruption has occurred and Landlord does not immediately after such arbitration decision commence and diligently prosecute action to remedy such Interruption or (B) Landlord, in bad faith, fails to comply with the arbitration procedures set forth in Section 8.09, then, in any such event, and upon the giving of personal injury or property damage5 days notice to Landlord (which notice shall expressly state that Tenant intends to exercise its self-help remedy in accordance with this Section 10.01(a)), Tenant shall have the right (but not the obligation) to furnish any such Landlord's services or to make any such repairs or replacements which Landlord shall have failed to make, or to perform such repairs if other obligation of Landlord fails as Landlord shall have failed to do perform. Landlord hereby irrevocably appoints Tenant as Landlord's agent, coupled with an interest, for the sole and limited purpose of permitting Tenant access to areas of the Building outside of the Premises to the extent necessary to perform, in accordance with this Section 10.01(a), any obligation or furnish any service that Landlord so within twenty-four failed to perform. If at any time Tenant becomes entitled in accordance with this Section 10.01(a) to cure any Interruption and, thereafter, Landlord prevents Tenant from exercising its right to cure such Interruption, then the parties agree that, in such case, damages would be an inadequate remedy and Tenant shall be entitled to injunctive relief or specific performance in order to enable Tenant to cure such Interruption. If (24x) hours Tenant becomes entitled in accordance with this Section 10.01(a) to cure any Interruption, (y) in order to cure such Interruption Tenant must obtain access to another tenant's premises, and (z) after compliance by Tenant with all requirements set forth in such tenant's lease regarding access thereto for Landlord and its agents, such tenant prevents Tenant from entering its premises in breach of such tenant's lease, then Landlord shall enforce all of its rights and remedies against such tenant in order to permit Tenant to enter such tenant's premises in order to cure such Interruption. Without limiting the generality of any other provision of this Lease, Tenant shall have no right to perform any obligation or furnish any service that Landlord has failed to perform or furnish, the curing of which failure will require work to be performed, or otherwise affect any space in the Landlord Obligation Areas or elsewhere outside the Premises unless such failure results in an Interruption, and, in the case of an Interruption, Tenant's sole right to perform such obligation or furnish such service shall be as set forth in this Section 10.01(a). Nothing contained in this Article 10 shall be construed to permit Tenant to cause Landlord's managing agent for the Building to be removed or replaced. (b) If (i) any Interruption shall occur, (ii) the curing of such Interruption would not require work to be performed, or otherwise affect any space, in the Landlord Obligation Areas or elsewhere outside of the Premises and (iii) after notice from Tenant. In either thereof by Tenant to Landlord, Landlord does not immediately commence action to remedy such Interruption, or if so commenced, does not continue such action with reasonable diligence, and complete the same within 7 days or, in the case of emergency, within 2 days, then, in any such event, and upon the giving of 5 days notice to Landlord (which notice shall expressly state that Tenant intends to exercise its self-help remedy in accordance with this Section 10.01(b)) or, in the case of emergency, upon the giving of such notice, oral or written, as may be reasonable under the circumstances, Tenant shall have the right (but not the obligation) to furnish any such Landlord's services or to make any such repairs or replacements which Landlord shall reimburse have failed to make, or to perform such other obligation of Landlord as Landlord shall have failed to perform. (c) If (i) for any reason, including, without limitation, Force Majeure, there is a failure to furnish any of the services which Landlord is required to furnish pursuant to this Lease, or to make any repairs or replacements which Landlord is required to make pursuant to the terms of this Lease, or to perform any other obligation of Landlord under this Lease, (ii) such failure does not result in an Interruption, (iii) the curing of such failure would not require work to be performed, or otherwise affect any space, in the Landlord Obligation Areas or elsewhere outside of the Premises, (iv) such failure continues for 30 days after notice by Tenant to Landlord; provided, that if the cure of such failure cannot with due diligence be performed within such 30-day period, such 30-day period shall be extended for so long as Landlord shall be diligently prosecuting the performance of such cure and (v) such failure continues for 10 days after a second notice by Tenant to Landlord (which notice shall expressly state that Tenant intends to exercise its self-help remedy in accordance with this Section 10.01(c)), then Tenant shall have the right (but not the obligation) to furnish any such Landlord's services or to make any such repairs or replacements which Landlord shall have failed to make, or to perform such other obligation of Landlord as Landlord shall have failed to perform. (d) If Tenant exercises its self-help remedy in accordance with clauses (a), (b) or (c) of this Section 10.01, Landlord shall pay to Tenant the reasonable costs incurred by Tenant in furnishing such Landlord's services which Landlord failed to complete furnish or making such repairs and/or maintenance or replacements which Landlord failed to make or performing such other obligations of Landlord which Landlord failed to perform, as the case may be, together with interest at the Interest Rate (unless Landlord shall have been unable to perform the obligation in question by reason of Force Majeure, in which case such interest shall be at the Prime Rate) from the date of the expenditure by Tenant to the date that such costs plus interest shall have been paid to Tenant, within thirty (30) 30 days after receipt by Landlord of a detailed statement as to the amount of such costs. If Landlord notifies Tenant within the 30-day period described in the preceding sentence that in lieu of making such payment to Tenant's written demand therefor, together Landlord shall allow Tenant to credit against the next installments of Rent to come due any amounts to which Tenant may be entitled under this Section 10.01(d), then, subject to Section 10.05(b), Tenant shall so credit such amounts. (e) For all purposes of this Article 10, a material portion of the Premises shall mean at least 5,000 contiguous rentable square feet of the Office Space or at least 10,000 rentable square feet of the Office Space (regardless of contiguity). (f) If and to the extent that Tenant successfully exercises its self-help remedy in accordance with copies this Section 10.01, Tenant shall have no right to terminate this Lease in accordance with Section 10.03 on account of paid invoices evidencing the costs incurred failure by TenantLandlord to perform the obligation with respect to which Tenant exercises such self-help remedy. If Landlord fails to reimburse perform any of its obligations under this Lease by reason of Force Majeure and Tenant for exercises its self-help remedy in accordance with this Section 10.01 with respect thereto, then such costs within such thirty self-help remedy (30including Tenant's right to reimbursement in accordance with Section 10.01(d) day periodabove) and, such amount shall accrue interest at the Interest Rate from the date of expenditure by if applicable, any rent abatement which Tenant until reimbursed by Landlord. Any repairs and/or maintenance permitted herein may be entitled to pursuant to Section 10.03 shall be performed Tenant's sole remedies in a good and workmanlike manner by licensed and bonded contractors. If Landlord objects to the repairs and/or maintenance performed by Tenant or the expenses incurred by Tenant in performing such work, Landlord shall deliver written notice respect of Landlord's objection failure to Tenant within thirty (30) days after Landlords receipt of Tenant's invoice evidencing the expenses incurred by Tenant. Landlord's notice shall set forth in reasonable detail Landlord's reasons for its claim that perform such repairs and/or maintenance were not required or were not Landlord's obligation under the terms of this Lease, and/or the reasons for Landlord's dispute of the expenses incurred by Tenant in performing such work. If Landlord and Tenant fail to resolve any such dispute within thirty (30) days after Landlord has notified Tenant of Landlord's objections, the matter shall be resolved by binding arbitration in accordance with the provisions of California Code of Civil Procedure Sections 1280 et seqobligation.

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. If Tenant may perform Landlord’s maintenance, repair, and replacement obligations and any other items that are Landlord’s obligation pursuant to this Section 7 if (1) Landlord fails ------------------------------------------------ to perform any commence the performance of its repair and maintenance such obligations under Sections 17(A)(i) or 17(B)(i), and such failure continues for more than within thirty (30) days after days’ following written notice from Tenant. Tenant to Landlord, which notice shall set forth in reasonable detail the obligations which Landlord has failed to perform, and (2) Tenant thereafter again notifies Landlord of Landlord’s failure to perform, which notice shall indicate that Tenant shall have the right, but not the obligation, to perform such repairs and/or maintenance. In the event of an emergency involving an immediate threat of personal injury or property damage, Tenant shall have the right to perform such repairs obligations if Landlord fails to do so commence the performance of such obligations within twenty-four (245 business days following Tenant’s second notice. Any such work by Tenant shall be performed in accordance with the requirements of Section 8(c) hours after notice from Tenantof this Lease. In either such event, Landlord shall reimburse Tenant for the reasonable costs incurred by Tenant to complete in performing such repairs and/or maintenance work within thirty (30) days after receipt of a payment demand from Tenant's written , which demand therefor, together with copies shall include reasonably detailed documentation of paid invoices evidencing the costs incurred by Tenantsuch costs. If Landlord fails to reimburse Tenant for such costs within such thirty (30) day period, does not pay such amount shall accrue interest at the Interest Rate from the date of expenditure by Tenant until reimbursed by Landlord. Any repairs and/or maintenance permitted herein shall be performed in a good and workmanlike manner by licensed and bonded contractors. If Landlord objects to the repairs and/or maintenance performed by Tenant or the expenses incurred by Tenant in performing such work, Landlord shall deliver written notice of Landlord's objection to Tenant within thirty (30) days after Landlords receipt such payment demand, the amount owed shall bear interest at the Default Rate and, alternatively, Tenant may deduct such amounts owed from the Basic Rent next due under this Lease until such amounts owed are paid in full; provided, however, that such deductions shall not at any time be more than twenty percent (20%) of Tenant's invoice evidencing the expenses incurred total monthly Basic Rent then due hereunder during any month; provided, further, that such offset right shall not be applicable and Tenant shall have no right to deduct any amount from Basic Rent unless the amount owed by Landlord to Tenant for any individual obligation of Landlord so performed by Tenant exceeds Fifty Thousand Dollars ($50,000.00). Notwithstanding the foregoing, if Landlord disputes the amounts claimed due by Tenant. Landlord's notice shall set forth in reasonable detail Landlord's reasons for its claim that such repairs and/or maintenance were not required or were not Landlord's obligation under the terms of this Lease, and/or the reasons for Landlord's dispute of the expenses incurred by Tenant in performing such work. If Landlord and Tenant fail to resolve any such dispute within thirty (30) days after Landlord has notified Tenant of Landlord's objections, the matter shall be resolved by submitted to expedited, binding arbitration in accordance with the provisions rules of California Code the American Arbitration Association, and the prevailing party shall be entitled to the benefit of Civil Procedure Sections 1280 et seqSection 25(t) of this Lease.

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. 12.01 If at any time during the Lease Term Landlord fails ------------------------------------------------ to perform one or more of its obligations under this Agreement, Tenant after twenty (20) days written notice to Landlord (or without notice in the case of an emergency), may, but shall be under no obligation to, perform any act which Landlord is required to perform in accordance with this Lease and may take all such actions thereon as may be necessary. Landlord shall reimburse to Tenant all sums reasonably paid by Tenant and all reasonable costs and expenses incurred by Tenant in connection with the performance of any such obligations of Landlord, together with interest at the Prime Rate determined by City Bank, New York, multiplied by two. Such Prime Rate shall be up dated every 180 days and shall apply until payment is effectively made and shall be payable by Landlord to Tenant within ten (10) days after demand therefor. 13.01. Tenant shall be in default of this Agreement if at any time during the Lease Term (and regardless of the pendency of any bankruptcy, reorganization, receivership, insolvency, or other proceedings in law, or before any administrative tribunal which have or might have the effect of preventing Tenant from complying with the terms of this Lease): (i) Tenant fails to make payment of any installment of Base Monthly Rent, or of any other sum herein specified to be paid by Tenant, within ten (10) days of delivery of Landlord's written notice to Tenant of such failure; provided, however, Landlord shall be obligated to give Tenant only three (3) notices in any calendar year during the Lease Term and thereafter during said calendar year Tenant shall be in default if Tenant fails to make payment when due, it being understood that whether or not notice is given, all payments of monies shall accrue interest at the Prime Rate determined by City Bank, New York, multiplied by two. Such Prime Rate shall be up dated every 180 days and shall apply until payment is effectively made; or (ii) Tenant fails to observe or perform any of its repair and maintenance other covenants, agreements, or obligations under Sections 17(A)(i) or 17(B)(i)hereunder, and such failure continues for is not cured within thirty (30) days after Landlord's written notice to Tenant of such failure; provided, however, that if the nature of Tenant's obligation is such that more than thirty (30) days after written notice from Tenant. are required for performance, then Tenant shall have the right, but will not the obligation, to perform such repairs and/or maintenance. In the event of an emergency involving an immediate threat of personal injury or property damage, be in default if Tenant shall have the right to perform such repairs if Landlord fails to do so within twenty-four (24) hours after notice from Tenant. In either such event, Landlord shall reimburse Tenant for the reasonable costs incurred by Tenant to complete such repairs and/or maintenance within thirty (30) days after receipt of Tenant's written demand therefor, together with copies of paid invoices evidencing the costs incurred by Tenant. If Landlord fails to reimburse Tenant for such costs commences performance within such thirty (30) day period, such amount shall accrue interest at period and thereafter diligently prosecutes the Interest Rate from the date of expenditure by Tenant until reimbursed by Landlord. Any repairs and/or maintenance permitted herein shall be performed in a good and workmanlike manner by licensed and bonded contractors. If Landlord objects same to the repairs and/or maintenance performed by Tenant or the expenses incurred by Tenant in performing such work, Landlord shall deliver written notice of Landlord's objection to Tenant completion within thirty ninety (3090) days after Landlords receipt of Tenant's invoice evidencing the expenses incurred by Tenant. Landlord's notice shall set forth in reasonable detail Landlord's reasons for its claim that such repairs and/or maintenance were not required or were not Landlord's obligation under the terms of this Lease, and/or the reasons for Landlord's dispute of the expenses incurred by Tenant in performing such work. If Landlord and Tenant fail to resolve any such dispute within thirty (30) days after Landlord has notified Tenant of Landlord's objections, the matter shall be resolved by binding arbitration in accordance with the provisions of California Code of Civil Procedure Sections 1280 et seq.thereafter; or

TENANT'S RIGHT TO PERFORM LANDLORD'S OBLIGATIONS. If Landlord defaults in the observance or performance of any term or covenant on its part to be performed under this Lease, then Tenant, in addition to any other remedy it may have, may give notice thereof to Landlord, which notice shall specifically state that if Landlord fails ------------------------------------------------ to perform any of its repair cure such default, Tenant shall seek to cure such default and maintenance obligations under Sections 17(A)(iexercise the remedies available to it pursuant to this Section 19.8. If, within ten (10) or 17(B)(i), and such failure continues for more than thirty (30) business days after written Landlord's receipt of such notice, Landlord does not commence to cure such default, Tenant may give a second notice from Tenant. to Landlord, which notice shall specifically state that it is the second notice being given with respect to such default pursuant to this Section 19.8 and also shall specifically state that if Landlord fails to cure such default, Tenant shall seek to cure such default and exercise the remedies available to it pursuant to this Section 19.8. If within five (5) business days after Landlord's receipt of Tenant's second notice Landlord still shall not have commenced to cure such default, Tenant may undertake to cure the rightsame (provided that Tenant complies with the requirements of Article 12 (other than any required approval by Landlord) and any other applicable provisions of this Lease with respect thereto) and, but provided that Landlord had been in default of the obligation in question, may recover the reasonable cost thereof from Landlord. Notwithstanding the foregoing, Tenant shall not be obligated to give either of the obligation, to perform such repairs and/or maintenance. In notices set forth above in the event of an emergency involving an immediate (i.e., threat of personal injury imminent damage to property or property damagebodily injury), provided that Tenant shall use reasonable efforts to contact by telephone Landlord's representative whose name and telephone number shall have the right been provided to perform such repairs if Landlord fails to do so within twenty-four (24) hours after notice from Tenant. In either such event, Landlord shall reimburse Tenant for the reasonable costs incurred by Tenant to complete advise such repairs and/or maintenance within thirty (30) days after receipt representative of such situation and Tenant's written demand thereforintention to take action to remedy the same. As of the date hereof, together with copies of paid invoices evidencing the costs incurred by TenantLandlord's representative for such purposes is Xxxxx Xxxxx, (000) 000-0000. If Landlord fails to reimburse Tenant for such costs within such thirty (30) day period, such amount shall accrue interest at the Interest Rate from the date of expenditure by Tenant until reimbursed by Landlord. Any repairs and/or maintenance permitted herein shall be performed in a good and workmanlike manner by licensed and bonded contractors. If Landlord objects to the repairs and/or maintenance performed by Tenant or the expenses incurred by Tenant in performing such work, Landlord shall deliver written notice of Landlord's objection to Tenant within thirty (30) days after Landlords receipt of disputes Tenant's invoice evidencing entitlement to reimbursement of such cost for any reason, then the expenses incurred by Tenant. Landlord's notice shall set forth in reasonable detail Landlord's reasons for its claim that such repairs and/or maintenance were not required or were not Landlord's obligation under the terms of this Lease, and/or the reasons for Landlord's dispute of the expenses incurred by Tenant in performing such work. If Landlord and Tenant fail to resolve any such dispute within thirty (30) days after Landlord has notified Tenant of Landlord's objections, the matter shall be resolved by binding arbitration in accordance with the provisions Article 31 hereof, it being understood that if Tenant's position is sustained in such arbitration, in addition to any other remedy that Tenant may have, Tenant may elect to offset such unpaid sum against ensuing installments of California Code of Civil Procedure Sections 1280 et seqBase Rent and Additional Rent due under this Lease. Tenant acknowledges that it may not elect such offset right unless and until Tenant's position is sustained in such arbitration. It is understood that Landlord's failure to respond to any notice given by Tenant pursuant to this Section 19.8 shall not be construed as an admission by Landlord as to any alleged default.