Common use of Condition of Premises Clause in Contracts

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver makes no warranty or representation as to the Premises. Lessee acknowledges and agrees that it has occupied and familiarized itself with the Premises and has had adequate opportunity to Lessee clean investigate and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that inspect the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. , and enters into this Lease upon the basis of its own review, and is leasing the Premises in their “AS IS, WHERE IS” CONDITION WITH ALL FAULTS, WHETHER PREVIOUSLY EXISTING OR ARISING FROM OR PERTAINING TO ANY CONSTRUCTION, RENOVATION, RELOCATION OR IMPROVEMENT OF ANY PORTION OF THE PREMISES PERFORMED BY LESSOR OR OTHERS, INCLUDING BUT NOT LIMITED TO BOTH LATENT AND PATENT DEFECTS. EXCEPT AS EXPRESSLY SET FORTH TO THE CONTRARY IN THIS LEASE, NO WARRANTIES, EXPRESS OR IMPLIED, ARE MADE BY LESSOR OR ANY OF ITS AFFILIATES CONCERNING SUCH ITEMS, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. LESSEE HEREBY WAIVES AND DISCLAIMS ANY WARRANTIES THAT MAY ARISE BY OPERATION OF LAW. Lessee further acknowledges and agrees that it has had an opportunity to review and to discuss with various agents and/or representatives of Lessor the environmental condition of the Premises. Lessee has investigated and has knowledge of operative or proposed governmental laws and regulations including, without limitation, environmental laws and regulations to which the Premises are or may be subject and enters into this Lease upon the basis of its review and determination of the applicability and effect of such laws and regulations. Lessee acknowledges that Lessor expressly disclaims any representations or warranties of any kind or nature, express or implied, as to the condition (b) Except as otherwise provided in this Leasefinancial or otherwise), value or quality of the products, assets or properties of the Premises. Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierEffective Date, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges hereby agrees that neither Lessor nor Lessor's agent has made all furniture, equipment, machinery and all other personal property, excepting any representation computers, that are located on or warranty in the Premises as to the present or future suitability of the Effective Date shall remain on the Premises for as and when Lessee evacuates the conduct of Lessee's businessPremises on the Termination Date or any extension thereof.

Condition of Premises. (a) Lessor shall deliver makes no warranty or representation as to the Premises. Lessee acknowledges and agrees that it has occupied and familiarized itself with the Premises and has had adequate opportunity to Lessee clean investigate and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that inspect the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. , and enters into this Lease upon the basis of its own review, and is leasing the Premises in their “AS IS, WHERE IS” CONDITION WITH ALL FAULTS, WHETHER PREVIOUSLY EXISTING OR ARISING FROM OR PERTAINING TO ANY CONSTRUCTION, RENOVATION, RELOCATION OR IMPROVEMENT OF ANY PORTION OF THE PREMISES PERFORMED BY LESSOR OR OTHERS, INCLUDING BUT NOT LIMITED TO BOTH LATENT AND PATENT DEFECTS. EXCEPT AS EXPRESSLY SET FORTH TO THE CONTRARY IN THIS LEASE, NO WARRANTIES, EXPRESS OR IMPLIED, ARE MADE BY LESSOR OR ANY OF ITS AFFILIATES CONCERNING SUCH ITEMS, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. LESSEE HEREBY WAIVES AND DISCLAIMS ANY WARRANTIES THAT MAY ARISE BY OPERATION OF LAW. Lessee further acknowledges and agrees that it has had an opportunity to review and to discuss with various agents and/or representatives of Lessor the environmental condition of the Premises. Lessee has investigated and has knowledge of operative or proposed governmental laws and regulations including, without limitation, environmental laws and regulations to which the Premises are or may be subject and enters into this Lease upon the basis of its review and determination of the applicability and effect of such laws and regulations. Lessee acknowledges that Lessor expressly disclaims any representations or warranties of any kind or nature, express or implied, as to the condition (b) Except as otherwise provided in this Leasefinancial or otherwise), value or quality of the products, assets or properties of the Premises. Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierhereof, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges hereby agrees that neither Lessor nor Lessor's agent has made all furniture, equipment, machinery and all other personal property, excepting any representation computers, that are located on or warranty in the Premises as to the present or future suitability of the date hereof shall remain on the Premises for as and when Lessee evacuates the conduct of Lessee's businessPremises on the Termination Date or any extension thereof.

Condition of Premises. The Premises are demised to Tenant and Tenant accepts the same “as-is”, except that (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date if, not later than sixty (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (3060) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to following the date of this Lease, Lessee was Tenant notifies Landlord that the owner Initial Premises or occupant a portion thereof (clearly designated in such notice to Landlord) are to be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, time being of the Premises. (bessence of such notice), the Landlord shall, with respect to such designated portion(s) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierperform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and expense prior to September 1, subject 2013, and all other work necessary to prepare the Initial Premises for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease and (b) as to space added to the Premises pursuant to Section 42.01, if Tenant elects as provided therein, that some or all applicable zoningof the space so added shall be delivered in shell condition (but absent such notice Landlord will not otherwise be obligated to perform the Shell Work, municipaltime being of the essence of such notice), county and state lawsthe Landlord shall, ordinances and regulations governing and regulating the use with respect to such designated portion(s) of the Premises, perform the Shell Work described in Exhibit B-1 at Landlord’s sole cost and any covenants or restrictions of recordexpense prior to the date which is ninety (90) days following the date on which the additional space would be delivered under Section 42.01 but for the Tenant election that the same be delivered in shell condition, and accepts all other work necessary to prepare the space so added under Section 42.01 for Tenant’s occupancy shall be performed at Tenant’s sole cost and expense, in accordance with the applicable provisions of this Lease subject thereto and to all matters disclosed thereby and by Lease. Tenant’s taking possession of any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability portion of the Premises shall be conclusive evidence that such portion of the Premises was in good order and satisfactory condition when Tenant took possession, and except for latent defects not readily apparent from a careful inspection of the conduct Premises without cutting into or otherwise disturbing walls, floors or ceilings and punchlist items of Lessee's businesswhich Tenant has delivered notice to Landlord, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers (subject to the provisions of Section 3.01 of this Lease). No promise of Landlord to alter, remodel or improve the Property and no representation by Landlord or its agents respecting the condition of the Property has been made to Tenant or relied upon by Tenant other than as may be contained in this Lease or in any written amendment hereto signed by Landlord and Tenant.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free The Tenant’s taking possession of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be conclusive evidence that the Premises were in good operating order and satisfactory condition on when the Lease commencement dateTenant took possession, excluding items of damage caused by Tenant or its agents, independent contractors or suppliers. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature No promise of the violationLandlord to alter, remodel or improve the Premises or the Building and no representation by Landlord or its agents respecting the condition of the Premises or the Building have been made to promptlyTenant or relied upon by Tenant other than as may be contained in this Lease. Tenant accepts the Premises AS-IS, WHERE-IS AND WITH ALL FAULTS, and acknowledges that no representations, warranties, guarantees, promises, statements or estimates of any nature whatsoever upon which Tenant is relying whether written or oral, express or implied, in fact or in law, have been made by Landlord, any real estate broker, agent, employee or attorney-in-fact or at Lessor's sole costlaw or purporting to represent Landlord. Notwithstanding anything to the contrary contained in this Lease, rectify such violation. Lessee's failure to give such written notice to Lessor if within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all following Landlord’s delivery of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant possession of the Premises. (b) Except as otherwise provided in this LeasePremises to Tenant, Lessee hereby accepts it is determined that any of the mechanical or utility systems serving any portion of the Premises was not in their good operating condition existing for the use contemplated by Tenant as of the Lease commencement date or the date that Lessee takes delivery of possession of the Premises, whichever is earlier, subject Premises by Landlord to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the Tenant (but without regard to any subsequent particular use of the PremisesPremises by Tenant or any subsequent alterations or improvements made to the Premises by or on behalf of Tenant), and any covenants or restrictions of recordthen Landlord shall, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty at Landlord’s sole cost, promptly perform such corrective work so as to cause such systems to be in good working order (but Landlord shall not be liable for any increased costs of such corrective work resulting from the present or future suitability particular use of the Premises for the conduct of Lessee's businessby Tenant).

Condition of Premises. (a) Lessor Except as expressly set forth in this Lease and in the Tenant Work Letter attached hereto as Exhibit B, Landlord shall deliver not be obligated to provide or pay for any improvement, remodeling or refurbishment work or services related to the improvement, remodeling or refurbishment of the Premises, and Tenant shall accept the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating its "As Is" condition on the Lease commencement date. In Commencement Date; provided, however, in the event that it is determined that this warranty has been violatedthat, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature as of the violationLease Commencement Date, to promptlythe Tenant Improvements (as defined in Exhibit B), at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement such date or the date that Lessee takes possession of the Premises, whichever is earlier, subject without regard to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the Tenant's use of the Premises, and based solely on an unoccupied basis, (A) does not comply with applicable Laws in effect as of the date hereof, or (B) contains latent defects (not caused by Tenant's acts or omissions), then Landlord shall be responsible, at its sole cost and expense which shall not be included in Operating Expenses (except as otherwise permitted in Section 4.2 hereof), for correcting any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as such non-compliance to the present or future suitability extent and as and when required by applicable Laws, and/or correcting any such latent defects as soon as reasonably possible after receiving notice thereof from Tenant; provided, however, that if Tenant fails to give Landlord written notice of any such latent defects described in clause (B) hereinabove within twelve (12) months after the Premises for Lease Commencement Date, then the conduct correction of Lesseeany such latent defects shall be Tenant's business.responsibility at Tenant's sole cost and expense

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, record and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date Landlord, at its expense (unless Lessee is already in possessionotherwise noted on Exhibit D, Exhibit D-1, the preliminary plans and/or the construction drawings) will perform the work and Lessor further warrants to Lessee that make the plumbing, lighting, air conditioning, heating, and loading doors installations in the Premises as set forth in the attached Exhibit D (the “Work Letter”), which work is sometimes hereinafter referred to as “Landlord’s Work”. Landlord’s Work shall be performed in a good operating condition on the Lease commencement dateand workmanlike manner using new materials. In the event that it there is determined that a conflict or inconsistency between the provisions of this warranty has been violatedLease (including the Exhibits and Schedules annexed hereto) and the work set forth on the final construction documents to be prepared by Landlord for Landlord’s Work and approved by Landlord and Tenant after the date hereof, then it this Lease shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violationcontrolling. Landlord shall make commercially reasonable efforts, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor substantially complete Landlord’s Work within thirty three (303) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all months of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of full execution and delivery of this Lease, Lessee was the owner or occupant of the Premiseslease. (b) Except as otherwise provided Landlord’s agreement to do the work described in this Leasethe Work Letter shall not require it to incur overtime costs and expenses and shall be subject to unavoidable delays due to acts of God, Lessee hereby accepts the Premises in their condition existing as governmental restrictions, strikes, labor disturbances, shortage of the Lease commencement date or the date that Lessee takes possession materials and supplies and for any other causes of events beyond Landlord’s reasonable control. (c) Landlord may afford Tenant and its employees, agents and contractors access to the Premises, whichever is earlierat reasonable times prior to the Rent Commencement Date and at Tenant’s sole risk and expense, subject to all applicable zoning, municipal, county for the sole purpose of installing fixtures and state laws, ordinances telephone and regulations governing data wiring in the Premises and regulating the use of performing finishing work in the Premises. Access for such purposes shall not be deemed to constitute possession or occupancy accelerating the Rent Commencement Date, and any covenants or restrictions of recordprovided, and accepts this Lease subject thereto and to all matters disclosed thereby and however, that the activities undertaken by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessTenant during such access may result in Tenant Delays.

Condition of Premises. (a) Lessor Landlord shall deliver the Premises (including, but not limited to Lessee clean and free of debris on Lease commencement date HVAC (unless Lessee is already in possession) and Lessor further warrants to Lessee that the as hereinafter defined), electrical, plumbing, lighting, air conditioning, heatingsewer and other Building systems, and loading doors in the exterior walls, roof, parking area, landscaping and walkways) to Tenant on the Lease Commencement Date and Tenant shall accept the Premises shall be in their “AS IS” condition. To Landlord’s knowledge, as of the date of this lease, all electrical, plumbing, sewer and other Building Systems servicing the Premises and exterior walls are in good operating condition. In the event that any electrical, plumbing, sewer or other Building Systems servicing the Premises are not in good operating condition on the Lease commencement date. In the event Commencement Date, provided that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of Tenant gives Landlord written notice from Lessee setting forth with specificity of the nature of the violationproblem prior to the earlier of: (i) Tenant’s commencing any changes, to promptlyalterations or construction in the Premises, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within or (ii) thirty (30) days after the Lease commencement date Commencement Date, time being of the essence, Landlord shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereundersuch systems to be placed into good operating condition. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except Other than as otherwise provided expressly set forth in this Lease, Lessee Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises or with respect to the present or future suitability of any part of the Premises for the conduct of Tenant’s business or the uses proposed by Tenant. Tenant hereby accepts the Premises Premises, the Building, and all improvements thereon, in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earliercondition, subject to all applicable zoning, municipal, county and state (commonwealth) laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto to all of the foregoing and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessin this Lease.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee▇▇▇▇▇▇'s failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee ▇▇▇▇▇▇ acknowledges that neither Lessor nor Lessor▇▇▇▇▇▇'s agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee▇▇▇▇▇▇'s business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean Except as expressly set forth in this Lease and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises Tenant Work Letter, Landlord shall not be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violatedobligated to provide or pay for any improvement, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force remodeling or effect if prior refurbishment work or services related to the date of this Leaseimprovement, Lessee was the owner remodeling or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use refurbishment of the Premises, and any covenants or restrictions Tenant shall accept the Premises in its “As Is” condition on the Lease Commencement Date; provided, however, that the Systems and Equipment (as defined in Section 4.2.4 below) serving the Building shall be in good working order and condition, the Premises will be broom- 908728.01/SD 374622.00146/4-30-21/MLT/bp ActiveUS 186012966v.2 clean condition, free and clear of recordall occupants and personal property, and accepts the Building and Project will be compliant with all applicable laws, rules, orders, and regulations, including, without limitation, the Americans with Disabilities Act of 1990 (as amended, the “ADA”). Tenant also acknowledges that, except as otherwise expressly set forth in this Lease subject thereto and to all matters disclosed thereby and by Lease, neither Landlord nor any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent of Landlord has made any representation or warranty as with respect to the present Premises, the Building, or future the Project or their condition, or with respect to the suitability of the Premises thereof for the conduct of Lessee's businessTenant’s business (including, but not limited to, any zoning/conditional use permit requirements which shall be Tenant’s responsibility and Tenant’s failure to obtain any such zoning/use permits (if any are required) shall not affect Tenant’s obligations under this Lease). Notwithstanding the foregoing, Landlord represents and warrants to Tenant that, as of the Effective Date, the Property is zoned to permit laboratory, office, life science, research and development uses as of right. The taking of possession of the Premises by Tenant shall conclusively establish that the Premises (including the Tenant Improvements therein), the Building and the Project were at such time complete and in good, sanitary and satisfactory condition, subject to Landlord’s representations, warranties and obligations expressly set forth in the Lease and, except as provided herein, without any obligation on Landlord’s part to make any alterations, upgrades or improvements thereto.

Condition of Premises. (a) Lessor shall deliver the Premises premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. SEE ADDENDUM. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to the Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive conclusive, nonrebuttable, presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if if, prior to the date of this Leaselease, Lessee was the owner or an occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that the Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor Lessor, nor any agent, representative or employee of Lessor's agent , has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver Tenant hereby agrees that, except as provided herein or in the Premises to Lessee clean Tenant Work Letter attached hereto as Exhibit “D” and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbingmade a part hereof, lighting, air conditioning, heating, and loading doors in the Premises shall be taken “as is”, “with all faults”, “without any representations or warranties.” Except as otherwise provided herein or in good operating condition Exhibit D, Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranty with respect to the Premises or the Project or with respect to the suitability of either for the conduct of Tenant’s business and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Project in its decision to enter into this Lease commencement dateand let the Premises in the above-described condition. In Nothing contained herein is intended to, nor shall, obligate Landlord or Tenant to implement sustainability practices for the event that it is determined that this warranty has been violatedProject or Premises or to seek certification under, then it or make modifications in order to obtain, a certification from LEED or any other comparable certification. The Premises shall be initially improved as provided in, and subject to, the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunderTenant Work Letter attached hereto as Exhibit “D” and made a part hereof. The warranty contained existing leasehold improvements in this paragraph 6.3(a) shall be the Premises as of no force or effect if prior to the date of this Lease, Lessee was together with the owner or occupant Improvements (as defined in the Tenant Work Letter) may be collectively referred to herein as the “Tenant Improvements.” Landlord shall cause the common areas of the Premises. Project to comply with all applicable laws (b) Except as otherwise provided in this Leaseincluding, Lessee hereby accepts the Premises in their condition existing as without limitation, any applicable requirements of the Lease commencement date or Americans With Disabilities Act) throughout the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty Term (as to the present or future suitability of the Premises for the conduct of Lessee's businessmay be extended).

Condition of Premises. (a) Lessor The Lessor, shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless the Lessee is already in possession) and the Lessor further warrants to the Lessee that the plumbing, lighting, air air-conditioning, heating, and loading doors heating in the Premises shall be in good operating condition on the Lease commencement date. In Lessee shall have forty five (45) days after the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of Lease commencement date to give Lessor written notice from Lessee setting forth with specificity of any defective condition or "punch-list" items of unfinished or deficient construction in the nature of Premises, and Lessor shall make reasonable efforts to correct the violation, to promptly, at Lessor's sole cost, rectify same within a reasonable time after such violationnotice. The Lessee's failure to give such written notice to Lessor within thirty forty five (3045) days after the Lease commencement date shall cause the conclusive presumption that the Lessor has complied with all of the Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if if, prior to this date, the date of this Lease, Lessee was the owner or an occupant of the Premises. (b) . Nothing herein shall be deemed to limit or exclude any rights Lessee may have under contractor warranties or manufacturer warranties relating to materials or equipment incorporated into the Premises. Except as otherwise provided set forth in this Leaseparagraph, the Lessee hereby accepts the Premises in their the condition existing as of the Lease commencement date or the date that the Lessee takes possession of the Premises, whichever is earlier, subject and the Lessee hereby waives any and all warranties of condition or habitability, suitability for occupancy, use, or habitation, merchantability or fitness for a particular purpose, whether express or implied, relating to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify Having made such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant inspection of the Premises. , the Building or the Project as it deemed prudent and appropriate (b) Except as otherwise provided in including, without limitation, testing for the presence of mold), subject to the terms of this LeaseLease and the Work Letter for the construction of Tenant Improvements, Lessee Tenant hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the PremisesCommencement Date, whichever is earlier, “AS-IS” and “WITH ALL FAULTS” subject to all Applicable Laws, including but not limited to any applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use and condition of the Premises, Landlord’s obligations pursuant to Section 1.1 of the Work Letter to complete the Landlord’s Work, Landlord’s express representations and warranties hereunder, and any Private Restrictions or covenants or restrictions restrictions, liens, encumbrances and title exceptions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee Except as specifically set forth in this Lease and in the Work Letter, Landlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Premises. Tenant acknowledges that neither Lessor Landlord nor Lessor's any agent of Landlord has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's Tenant’s business. Neither party has been induced to enter into this Lease by, nor is either party relying on, any representation or warranty outside those expressly set forth in this Lease. The commencement of business operations from the Premises by Tenant shall presumptively establish that, subject to the terms of Section 5.06 below, the Premises and Building were at such time in good and sanitary order, condition and repair.

Condition of Premises. (a) On the Commencement Date, Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already debris, with all life and safety, electrical, plumbing, gas, HVAC, and other mechanical systems in possession) and good operating condition. Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors Premises were upon completion of the initial construction thereof built in accordance with the Premises shall be approved plans therefor in good operating condition on the Lease commencement datea workmanlike manner. In the event that it is determined that this warranty any of these covenants or warranties has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure Lessor shall not have any liability for any claimed violation by Lessor of the foregoing covenants or warranties unless and except to give such the extent Lessor receives written notice to Lessor from Lessee thereof within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the PremisesCommencement Date. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierCommencement Date, subject to all applicable zoning, municipal, county county, state, and state laws, ordinances and regulations other applicable laws governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached heretothereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business. Except as specified in Section 6.03(a) above, Lessee acknowledges that Lessor has no obligation to make any improvements or repairs to the Premises at the outset of the Lease, and except as provided in Section 6.02(a) above is not warranting that as of the Commencement Date the interior or exterior of the Premises is in compliance with all ordinances, rules, codes and regulations of applicable governmental authority, as Lessee is taking possession of the Premises in their "as-is" physical condition and will be solely responsible for making any and all repairs and improvements to the Premises as may be necessary to operate the Premises for the use specified herein and to bring the Premises into compliance with all such ordinances, rules, codes and regulations, all of which repairs and/or improvements shall be made in strict accordance with the provisions of this Lease and at the sole cost and expense of Lessee.

Condition of Premises. (a) Lessor Landlord shall deliver complete, or cause others to complete, the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors demolition work in the Premises described in Exhibit F (the "Demolition Work"). After the Demolition Work has been completed, Occupational Services, Inc. shall perform a Limited Phase II Environmental Site Assessment of the Premises and certain areas adjacent to the Building, as described in Exhibit G, a complete copy of which shall be in good operating condition delivered to Tenant. If, based on the conclusions in such Limited Phase II Environmental Site Assessment, any remediation work is required to bring the Premises or other areas covered by such assessment into compliance with Environmental and Health Laws (as defined in Section 6.2.8), then Landlord (i) may terminate this Lease commencement date. In if Landlord determines, in its sole discretion, that the event contamination requiring remediation is significant, by notice given to Tenant within ten (10) Business Days after delivery of the Limited Phase II Environmental Site Assessment, and this Lease shall cease and come to an end without further liability or obligation on the part of either party upon the giving of such notice, or if Landlord shall not so elect to terminate this Lease, (ii) shall perform, or cause others to perform, all such remediation work, and cause such additional environmental assessments to be performed as are necessary to establish that it is determined that this warranty such work has been violatedcompleted and that no additional remediation work is required. If the Limited Phase II Environmental Site Assessment does not indicate that any remediation work is required, then it the Limited Phase II Environmental Site Assessment shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature Final Phase II Assessment. Subject to completion of the violationDemolition Work and any remediation work required by the preceding paragraph, Tenant agrees to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all accept delivery of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their the condition existing as of the Lease commencement date or Date of this Lease. Tenant acknowledges that it has been given an adequate opportunity to inspect the date that Lessee takes possession Premises and the common areas and facilities of the Premises, whichever is earlierComplex and, subject to all applicable zoningthe completion of any work required to be performed by Landlord pursuant to the preceding sentence, municipal, county has found the condition of both satisfactory and state laws, ordinances and regulations governing and regulating the use is not relying on any representations of the PremisesLandlord or Landlord's agents or employees as to such condition, and any covenants or restrictions of record, and accepts Landlord shall have no obligation with respect thereto except as may be expressly set forth in this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessLease.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean Except as provided in Sections 8.2 and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date 9.2 of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee Tenant hereby accepts the Premises and the Building in their present “AS IS, WHERE IS” and “WITH ALL FAULTS” condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierCommencement Date, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached heretohereto and any Punch-List items required to be completed by Landlord as set forth in Section 9.2 below. Lessee Tenant hereby agrees and warrants that it has investigated and inspected the condition of the Premises and the suitability of same for Tenant’s purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or the Building or the suitability of same for Tenant’s purposes. Tenant acknowledges that neither Lessor Landlord nor Lessor's any agent nor any employee of Landlord has made any representation representations or warranty as with respect to the present Premises or future the Building or with respect to the suitability of the Premises either for the conduct of Lessee's businessTenant’s business and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Building in its decision to enter into this Lease and let the Premises in the above-described condition. The taking of possession of the Premises by Tenant shall conclusively establish that the Premises and the Building were at such time in satisfactory condition. In addition, except as provided in Section 8.2, Tenant shall at Tenant’s expense, comply with all applicable laws, statutes, ordinances, rules, regulations, orders, restrictions of record, and requirements in effect during the Lease Term or any part of the term hereof regulating the use or alteration by Tenant of the Premises. Tenant hereby waives subsection 1 of Section 1932 and Sections 1941 and 1942 of the Civil Code of California or any successor provision of law.

Condition of Premises. (a) Lessor LESSEE shall deliver take good care of the Premises to Lessee clean Apartment and free of debris on Lease commencement date (unless Lessee is already in possession) its fixtures, furniture and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heatingfurnishings, and loading doors shall report promptly in writing to the manager when any equipment or fixture or portion of the Apartment is out of repair. LESSEE shall be responsible for ordinary maintenance and repair of the Apartment, and for upkeep and maintenance of any patios, balconies, wood decks or other areas reserved for the private use of LESSEE. All plate and other glass now in the Premises apartment are at the risk of LESSEE, and if broken, are to be replaced by and at the expense of LESSEE. No alterations, additions or improvements in the Apartment or the building or grounds in the complex of which the apartment is a part may be made by LESSEE without the prior written consent of LESSOR. Any alterations, additions, improvements put in at the expense of the LESSEE shall become the property of LESSOR and shall remain upon and be surrendered with the Apartment as part thereof at the termination of this LEASE. If LESSOR consents to any work, LESSEE shall indemnify and hold LESSOR harmless, against any and all claims, costs, damages, liabilities and expenses (including attorney’s fees) which may be brought or imposed against or incurred by LESSOR in connections with such work. All mechanics liens filed by reason of such work shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptlydischarged by LESSEE, at Lessor's sole costhis/her expense, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty ten (3010) days after filing. LESSEE shall be responsible and liable for any and all injury or damage done to the Lease commencement date Apartment or to the building or complex in which the same is located, or the lawns, grounds, trees, shrubbery, sidewalks and complex surrounding the building, or to any and all property of LESSOR or other tenants caused by LESSEE’s acts or omission, or by those of LESSEE’s family, servants, agents, guests, permittee, invitee, other persons or pets whom LESSEE permits to be in, on or about the Apartment, building or complex, including injury or damage due to the operation, maintenance or control of heating and cooling equipment, appliances, fixtures and LESSEE shall cause also be liable for damage due to the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunderfailure to maintain heat therein to prevent damage to the Apartment. The warranty contained in this paragraph 6.3(a) extent and amount of damages to be charged to the LESSEE shall be determined by the LESSOR and shall be payable on demand by LESSOR. Should LESSOR pay or be required to pay or have expense for any act or omission by virtue of no force LESSEE’s tenancy, or effect if prior to caused by, through or under LESSEE, his family, servants, agents, guests or others, then the date of this Lease, Lessee was the owner or occupant of the Premisessame shall be paid by LESSEE as accrued additional rent. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean Tenant acknowledges and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee agrees that the plumbing, lighting, air conditioning, heating, --------------------- Premises are and loading doors in the Premises shall be leased by Landlord to Tenant in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierits present "as-is" condition, subject to all liens, encumbrances and restrictions affecting the Premises. Landlord makes absolutely no representations or warranties whatsoever with respect to the Premises or the condition thereof, either to its fitness for use, condition, purpose or otherwise as to the quality of material or workmanship therein, latent or patent, it being agreed that all such risks are to be borne by Tenant. Tenant acknowledges that Landlord has not investigated and does not warrant or represent to Tenant that the Premises are fit for the purposes intended by Tenant or for any other purposes whatsoever. Tenant acknowledges and agrees that the Premises are to be leased to Tenant in their existing condition, i.e., "as-is", as of the Commencement Date and at all times thereafter. Tenant acknowledges that Tenant shall be solely responsible for any and all actions, repairs, permits, approvals and costs required for the rehabilitation, renovation, use, occupancy and operation of the Premises in accordance with applicable zoninggovernmental requirements, municipalincluding, county without limitation, all governmental charges and state lawsfees, ordinances if any, which may be due or payable to applicable authorities. By leasing the Premises, Tenant warrants and regulations governing represents to Landlord that Tenant has examined and regulating approved all things concerning the Premises which Tenant deems material to Tenant's leasing and use of the Premises, . Tenant further acknowledges and agrees that: (a) neither Landlord nor any covenants or restrictions agent of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent Landlord has made any representation or warranty as to the present warranty, express or future suitability of implied, concerning the Premises for the conduct of Lessee's businessor which have induced Tenant to execute this Lease except as contained in this Lease; and (b) any other representations and warranties are expressly disclaimed by Landlord.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. See Addendum. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, heating and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a6.3 (a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lease Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. hereto Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver Except to the extent otherwise expressly provided in this Section 2.3, Tenant acknowledges that it will accept and occupy the Premises to Lessee clean in “AS IS” condition as the Premises exist on the Direct Term Commencement Date, immediately following the termination or expiration of the Prior Lease and free Amgen Sublease and of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee Tenant’s occupancy of the Premises as a subtenant thereunder; provided, however, that the plumbingforegoing provisions of this sentence shall be subject to any rebuilding obligations expressly imposed upon Landlord under the Prior Lease (to the extent any such rebuilding is in progress on the Direct Term Commencement Date) or pursuant to a future written agreement (if any) as contemplated in Section 2.1(b)(i) above. Accordingly, lightingexcept as expressly set forth in this Section 2.3, air conditioningthis Lease has no specific delivery requirements with respect to the physical condition of the Premises as of the Lease Commencement Date or as of the Direct Term Commencement Date; the obligations of the applicable parties with respect to the physical condition of the Premises (including, heatingbut not limited to, repair and maintenance obligations) shall be governed by the Prior Lease (and, as between Amgen and Tenant, by the Amgen Sublease) for the period prior to the Direct Term Commencement Date, and loading doors in by this Lease for the period commencing on the Direct Term Commencement Date. Without limiting the generality of the foregoing, TENANT ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 2.3, NEITHER LANDLORD NOR ANY AGENT OF LANDLORD IS MAKING OR HAS MADE ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE PHYSICAL CONDITION OF THE BUILDING, THE PREMISES AND THE IMPROVEMENTS THEREIN, OR WITH RESPECT TO THE PRESENT OR FUTURE SUITABILITY OF THE BUILDING, THE PREMISES OR THE IMPROVEMENTS THEREIN FOR THE CONDUCT OF TENANT’S BUSINESS OR PROPOSED BUSINESS THEREIN, AS OF THE LEASE COMMENCEMENT DATE OR AS OF THE DIRECT TERM COMMENCEMENT DATE. (b) Notwithstanding the provisions of Section 2.3(a) above, Landlord shall, at Landlord’s sole expense, perform all work necessary to cause the following (collectively, “Landlord’s Work”) to be true on or as soon as practicable after the Direct Term Commencement Date: the roof, structural elements and exterior walls of the Building and the base Building HVAC, mechanical, electrical, plumbing and life safety systems and utilities serving the Premises shall be in good operating working condition on and operable in their current locations, prior to modifications (or damage, if any) as a result of Tenant’s improvements or use. To the Lease commencement date. In the event that extent it is not reasonably practicable for Landlord’s Work to be completed by the Direct Term Commencement Date, Landlord shall thereafter proceed diligently and with reasonable efforts to complete Landlord’s Work as promptly as practicable thereafter, but in any event prior to the date three (3) months following the Direct Term Commencement Date. Following Landlord’s written notice to Tenant that Landlord has completed Landlord’s Work in the Premises and is delivering the Premises and the roof and the existing Building systems and utilities in the condition required above in this paragraph (“Landlord’s Completion Notice”), the respective obligations of the parties with respect to the maintenance, repair and/or replacement of all such systems and improvements shall be determined that in accordance with the provisions of Article 8 hereof and any other applicable provisions of this warranty has been violatedLease. If Landlord’s obligations with respect to Landlord’s Work under this paragraph are violated in any respect, then it shall be the obligation of LessorLandlord, after receipt of written notice from Lessee Tenant setting forth with specificity the nature of the violation, to promptlycorrect promptly and diligently, at Lessor's Landlord’s sole cost, rectify the condition(s) constituting such violation. Lessee's , except that Tenant shall be responsible for any such corrective work to the extent the condition(s) constituting the violation are attributable to modifications (or damage, if any) in the course of Tenant’s improvements to or use of the Premises; provided, however, that Tenant’s failure to give such written notice to Lessor Landlord regarding any alleged violation within thirty one hundred eighty (30180) days (or, in the case of latent defects, one (1) year) after the Lease commencement date later of (x) the Direct Term Commencement Date or (y) the delivery of Landlord’s Completion Notice shall cause the give rise to a conclusive and irrebuttable presumption that Lessor Landlord has complied with all Landlord’s obligations under this paragraph with respect to Landlord’s Work. TENANT ACKNOWLEDGES THAT THE WARRANTIES AND/OR OBLIGATIONS CONTAINED IN THIS SECTION 2.3 ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PHYSICAL CONDITION OF THE PREMISES, BUILDING SYSTEMS AND EXISTING IMPROVEMENTS IN THE PREMISES. (c) Subject to the provisions of Lessor's obligations hereunderSection 2.1(a)(ii) above, Tenant’s construction of any alterations or improvements that Tenant may elect to construct in connection with Tenant’s occupancy and use of the Premises shall be governed (i) by all applicable provisions of the Prior Lease to the extent such improvements are performed during the Amgen Sublease and are therefore subject to the provisions of the Prior Lease (and of the Amgen Sublease) by reason of Tenant’s status as a subtenant under the Amgen Sublease, and (ii) by this Lease and by the Workletter attached hereto as Exhibit B and incorporated herein by this reference (the “Workletter”), the provisions of which Workletter are incorporated in this Lease as if fully set forth herein, and such alterations and improvements shall be constructed in compliance with all of the provisions thereof (including, without limitation, all conditions relating to Landlord’s approval of contractors, subcontractors, and plans and specifications), as well as the provisions of this Section 2.3. As set forth in Section 2.1(a)(ii) above, in the event of any inconsistency or conflict between the provisions of the Prior Lease (as remaining applicable to the Premises during the term of the Amgen Sublease) and the provisions of this Lease and of the Workletter with respect to Tenant’s construction of improvements in the Premises, as between Landlord and Tenant, the provisions of this Lease and of the Workletter shall be controlling. (d) In connection with Tenant’s anticipated construction of improvements in the Premises, Landlord shall provide Tenant with a tenant improvement allowance in the maximum amount of One Million Seven Hundred Thirty-Seven Thousand Three Hundred and No/100 Dollars ($1,737,300.00, calculated at the rate of $25.00 per square foot for the agreed area of 69,492 square feet for the Premises) (the “Tenant Improvement Allowance”), to be available for application towards the construction of tenant improvements in the Premises by Tenant at any time after the Lease Commencement Date up to and including March 31, 2011. Any unused portion of the Tenant Improvement Allowance shall be deemed to expire on March 31,2011 and thereafter shall no longer be available to Tenant for any purpose. The warranty contained in this paragraph 6.3(a) Tenant Improvement Allowance shall not be used or usable by Tenant for any moving or relocation expenses of no force Tenant, or effect if prior to for any cost or expense associated with any movable furniture, trade fixtures, personal property or any other item or element which, under the date applicable provisions of this Lease, Lessee was will not become Landlord’s property and remain with the owner Premises upon expiration or occupant termination of this Lease. Subject to the limitation set forth in the preceding sentence, however, the Tenant Improvement Allowance may be used for architectural, engineering, project management and permit-related costs and fees. Additional conditions and procedures relating to the disbursement of the PremisesTenant Improvement Allowance shall be as set forth in the Workletter. To the extent the Tenant Improvement Allowance or any portion thereof is actually drawn down by Tenant, the amount actually drawn down shall result in an obligation of Tenant to pay Supplemental Minimum Rent pursuant to Section 3.1(b) hereof. (be) Except as otherwise provided in this LeaseLandlord, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county Tenant and state laws, ordinances and regulations governing and regulating the use Amgen have conducted a mutual walk-through of the Premises, and any covenants on the basis of that walkthrough, Landlord has agreed (and hereby confirms for the benefit of Amgen and Tenant) that (i) Landlord shall not require Amgen or restrictions Tenant to remove at the expiration or earlier termination of recordthe Prior Lease, and accepts shall not require Tenant to remove at the expiration or earlier termination of this Lease, any alterations, additions, improvements, fixtures, trade fixtures or equipment located in the Premises as of the Lease Commencement Date; and (ii) any removal obligations with respect to alterations, additions or improvements constructed or performed in the Premises after the Lease Commencement Date shall be governed by the applicable provisions of this Lease subject thereto and of the Workletter. (f) Tenant shall be entitled to have the use (but not the ownership), beginning on the Direct Term Commencement Date and continuing through the remaining term of this Lease, at no additional rent, of any and all matters disclosed thereby existing cubicles, furniture, fixtures, trade fixtures and by any exhibits attached heretoequipment (including, but not limited to, emergency generator, UPS systems, glass wash and cage wash equipment, lab case work, fume hoods, lab benches, cold rooms and associated laboratory improvements) located in the Premises on the Direct Term Commencement Date. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as LANDLORD MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE CONDITION, NATURE OR SUITABILITY OF ANY SUCH ITEMS, AND TENANT AGREES TO ACCEPT EACH ITEM THEREOF IN ITS CONDITION EXISTING AS OF THE DIRECT TERM COMMENCEMENT DATE, and thereafter to be responsible for the maintenance, repair and/or replacement of such items to the present extent provided in, and in accordance with the provisions of, Article 8 hereof. Nothing in this paragraph shall be construed to authorize Tenant to demolish, dispose of or future suitability of otherwise remove from the Premises any such existing items except with Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided that Landlord expressly consents to Tenant’s proposed removal of approximately twenty-two (22) existing fume hoods from the Premises, of which removed fume hoods (i) twelve (12) fume hoods shall be transported and delivered by Tenant to Landlord, in substantially the same condition in which they were removed from the Premises, at a location designated by Landlord in writing in or about the Britannia Point Eden Business Park in Hayward, California and (ii) the remaining fume hoods may be disposed of by Tenant in such manner and for the conduct of Lessee's businesssuch value (if any) as Tenant in its discretion deems appropriate, at Tenant’s sole expense and in compliance with any applicable laws.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's ’s sole cost, rectify such violation. Lessee's ’s failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's ’s obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's ’s agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's ’s business. Lessor will maintain heating and A/C unit, Landscaping and parking areas.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to agrees with Lessee that the plumbing, lighting, fire and life safety, mechanical, electrical, ventilating, air conditioning, heating, and loading doors heating systems in the Premises or in the Building to the extent servicing the Premises (“Building Systems”) existing in the Premises as of the date hereof shall be in good operating condition as of the Commencement Date except to the extent damaged, removed or replaced by or on behalf of Lessee. Lessor agrees that as part of the Lease commencement date“Base Condition” (as defined in the Work Letter), Lessor shall at its sole cost create a rooftop penetration to permit access to the Building’s roof at the top of the Building’s existing common stairwell and shall separately demise such stairwell from the Premises. In the event that it is determined that this warranty agreement has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's ’s sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date , which shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained not be included in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the PremisesOperating Expenses. (b) Except as otherwise provided in this LeaseLease and subject to Lessor’s obligations under Sections 6.2(a), 6.3(a) and elsewhere in the Lease with respect to the services to be provided to Lessee by Lessor, Lessee hereby accepts the Premises and the Project in their “as-is” condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, hereof; subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any easements, covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that it has satisfied itself by its own independent investigation that the Premises are suitable for its intended use, and that except as expressly set forth in Section 3.5, neither Lessor nor Lessor's ’s agent or agents has made any representation or warranty as to the present or future suitability of the Premises Premises, Common Areas, or Project for the conduct of Lessee's ’s business.

Condition of Premises. (a) Lessor Landlord shall deliver the Premises (including, but not limited to Lessee clean and free of debris on Lease commencement date HVAC (unless Lessee is already in possession) and Lessor further warrants to Lessee that the as hereinafter defined), electrical, plumbing, lighting, air conditioning, heatingsewer and other Building systems, and loading doors in the exterior walls, roof, parking area, landscaping and walkways) to Tenant on the Lease Commencement Date and Tenant shall accept the Premises shall be in their "AS IS" condition. To Landlord's knowledge, as of the date of this lease, all electrical, plumbing, sewer and other Building Systems servicing the Premises and exterior walls are in good operating condition. In the event that any electrical, plumbing, sewer or other Building Systems servicing the Premises are not in good operating condition on the Lease commencement date. In the event Commencement Date, provided that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of Tenant gives Landlord written notice from Lessee setting forth with specificity of the nature of the violationproblem prior to the earlier of: (i) Tenant's commencing any changes, to promptlyalterations or construction in the Premises, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within or (ii) thirty (30) days after the Lease commencement date Commencement Date, time being of the essence, Landlord shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereundersuch systems to be placed into good operating condition. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except Other than as otherwise provided expressly set forth in this Lease, Lessee Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises or with respect to the present or future suitability of any part of the Premises for the conduct of Tenant's business or the uses proposed by Tenant. Tenant hereby accepts the Premises Premises, the Building, and all improvements thereon, in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earliercondition, subject to all applicable zoning, municipal, county and state (commonwealth) laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto to all of the foregoing and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessin this Lease.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air air-conditioning, heating, and loading leading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole sale cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. A. Sublessor shall construct within the Premises, at Sublessor’s sole cost and expense, in a good and workmanlike manner and in compliance with all applicable laws, codes, regulations and other governmental requirements, those certain improvements depicted on those certain construction plans and specifications attached hereto as Exhibit B and hereby made a part hereof. Sublessor and Sublessee hereby approve the Construction Documents. All work agreed to be performed by Sublessor pursuant to this Section 8 (aincluding all materials, supplies, components, labor and services required therefor) Lessor is herein referred to as the “Improvements”. Sublessor (i) shall deliver cause the Premises contractor that constructs the Improvements to Lessee clean and free warrant the Improvements against defects in materials or workmanship for a period of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that one year after the plumbing, lighting, air conditioning, heatingCommencement Date, and loading doors (ii) shall enforce such warranty on Sublessee’s behalf, and (ii) shall correct any latent or patent defects in the Premises or the systems serving same that are unrelated to defects or deficiencies in the Improvements, provided that Sublessee gives Sublessor written notice of any latent or patent defects that do not relate to the operation of the air conditioning system during the first 180 days after the Commencement Date, and provided that Tenant gives Landlord written notice of any latent or patent defects that relate to the operation of the air conditioning system during the first 270 days after the Commencement Date. B. The Construction Documents shall not be changed without the prior written consent of both parties, provided, however, that Sublessor reserves the right (i) to make substitutions of material of equivalent grade and quality when and if any specified material shall not be readily or reasonably available; and (ii) to make changes necessitated by conditions met in the course of construction, so long as there shall be general conformity with the Construction Documents, provided that Sublessor shall consult with Sublessee as to each such substitution or change and Sublessee’s written approval of any material substitution or change shall first be obtained, which approval shall not be unreasonably withheld or delayed and shall be deemed given if Sublessee fails to object within one (1) Business Day after Sublessor’s request for such approval. Any changes to the Construction Documents requested by Sublessee shall be submitted as written change orders signed by Sublessee. and if approved by Sublessor (which approval shall not be unreasonably withheld, conditioned or delayed), shall be signed by Sublessor, Any increase in good operating condition on the Lease commencement date. In costs of construction, including without limitation, architect’s fees, engineering fees, and other design fees, the event that it is determined that this warranty has been violatedgeneral contractor’s fees, then it or any increase in the cost of general conditions, resulting from any change orders requested by Sublessee, shall be the obligation responsibility of LessorSublessee, after and shall be paid by Sublessee to Sublessor within 30 days following receipt of a written notice from Lessee setting forth with specificity estimate therefor. C. Sublessee may inspect the nature progress of the violationconstruction of the Improvements from time to time upon reasonable advance notice. Sublessor shall allow the employees and contractors of Sublessee and of Quick International Courier, Inc., Sublessee’s permitted sub-sublessee, to promptly, access the Premises at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if least 2 weeks prior to the date of this LeaseSubstantial Completion to commence any wiring or installations that Sublessee and Quick International Courier, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of Inc. may desire to undertake prior to moving into the Premises, whichever is earlier, subject to the reasonable scheduling and coordination of all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and such work by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessSublessor’s construction manager.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business. MAINTENANCE, REPAIRS, ALTERATIONS AND COMMON AREA SERVICES.

Condition of Premises. (a) Lessor 1.4.1. Landlord shall deliver the Premises to Lessee Tenant in a clean and free of debris condition on the Lease commencement date Commencement Date (unless Lessee Tenant is already in possession) and Lessor further Landlord warrants to Lessee Tenant that the plumbing, lighting, air conditioning, heating, and loading doors heating system in the Premises shall be in good operating condition on the Lease commencement datecondition. In the event that it is determined that this warranty has been violated, then it shall be the obligation of LessorLandlord, after receipt of written notice from Lessee Tenant setting forth with specificity the nature of the violation, to promptly, at LessorLandlord's sole cost, rectify such violation. LesseeTenant's failure to give such written notice to Lessor Landlord within thirty (30) days after the Lease commencement Commencement Date or the date that Tenant takes possession of the Premises, whichever is earlier, shall cause result in the conclusive presumption that Lessor Landlord has complied with all of Lessor's its obligations hereunder, that the Premises are fully completed and are suitable for Tenant's purposes, that the Building and every part of it, including the Premises, are in good and satisfactory condition, and that Tenant waives any defects therein. The Notwithstanding any of the foregoing, should a non-compliance with this warranty contained be of a latent nature, such thirty (30) day time limitation shall not apply, and Landlord shall rectify such non-compliance, at Landlord's sole cost and expense, promptly after receipt of written notice thereof. 1.4.2. Landlord warrants to Tenant that the Premises, in the state existing on the date that the Lease Term commences, but without regard to alterations or improvements made by Tenant or to the use for which Tenant will occupy the Premises, does not violate any covenants or restrictions of record, or any applicable law or ordinance in effect on the Lease Commencement Date, that would substantially and adversely affect the operation and profitability of Tenant's business conducted from the Premises. In the event that it is determined that this paragraph 6.3(a) warranty has been violated, then it shall be the obligation of no force or effect if prior to Landlord, after receipt of written notice from Tenant setting forth with specificity the date of this Lease, Lessee was the owner or occupant nature of the Premisesviolation, to promptly, at Landlord's sole cost, rectify such violation. (b) 1.4.3. Except as otherwise provided in this Lease, Lessee Tenant hereby accepts the Premises and the Building Project in their condition existing as of the Lease commencement date Commencement Date or the date that Lessee Tenant takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any easements, covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee Tenant acknowledges that it has satisfied itself by its own independent investigation that the Premises are suitable for its intended use, and that neither Lessor Landlord nor LessorLandlord's agent or agents has made any representation or warranty as to the present or future suitability of the Premises Premises, Common Areas, or Building Project for the conduct of LesseeTenant's business. 1.4.4. Notwithstanding anything in this Lease to the contrary, Landlord warrants to Tenant that on the commencement of the term hereof, the Premises and any improvements to be constructed by Lessor (a) shall be free from material structural defects, (b) shall comply with all applicable covenants and restrictions of record, statutes, ordinances, codes, rules, regulations, orders, and requirements, including Title 24 of the California Administrative Code and the Americans with Disabilities Act, and (c) are free from contamination by any toxic or hazardous materials (hereafter "Hazardous Materials") which now or hereafter become regulated by any federal, state, or local government, or agency thereof (for purposes of this subclause, the Premises shall be deemed to include the underlying soil and ground water). In the event of a breach of the foregoing warranties, Landlord shall promptly rectify such breach at its sole cost and expense. Landlord also shall protect, indemnify, defend, and hold Tenant harmless from and against any and all liability, loss, suits, claims, actions, costs, and expense (including, without limitation, attorneys' fees) arising from (a) any breach of the foregoing warranties and (b) any contamination of the Premises (including the underlying land and ground water) by any Hazardous Materials, where such contamination was not caused by Tenant. The provisions of this paragraph shall survive the termination of this Lease.

Condition of Premises. (a) Lessor Landlord shall deliver the Premises to Lessee Tenant clean and free of debris on Lease commencement date (unless Lessee is already debris. [IF APPLICABLE: delete in possession) and Lessor further case of an “as is” deal where the Tenant agrees to accept or correct deficiencies] Landlord warrants to Lessee Tenant that the plumbingPremises, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition its state existing on the Lease commencement Delivery Date, but without regard to the use for which Tenant will use the Premises, does not violate any covenants or restrictions of record, or, to its knowledge, any applicable building code, regulation or ordinance in effect on such date. In the event that it is determined that If this warranty has been violated, then it shall be the obligation of LessorLandlord shall, after receipt of written notice from Lessee Tenant setting forth with specificity the nature of the violation, to promptly, at Lessor's Landlord’s sole cost, rectify such violation. Lessee's Tenant’s failure to give such written notice to Lessor Landlord within thirty (30) days after the Lease commencement date Commencement Date shall cause the conclusive presumption that Lessor Landlord has complied with all of Lessor's Landlord’s obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee Tenant was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee Tenant hereby accepts the Premises in their “AS IS”, “WHERE IS”, “WITH ALL FAULTS” condition existing as of the Lease commencement date Delivery Date or the date that Lessee Tenant takes possession of the Premises, whichever is earlier, subject to all applicable zoningApplicable Laws, municipaltitle matters, county covenants and state lawsrestrictions or record, ordinances and regulations requirements governing and regulating the use of the Premises, and any covenants or restrictions of record, Tenant shall conclusively be deemed to have accepted the Premises and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee Tenant acknowledges that neither Lessor ▇▇▇▇▇▇▇▇ nor Lessor's any agent of Landlord has made any representation or warranty as to the condition of the Real Property or the present or future suitability of the Premises for the conduct of Lessee's businessTenant’s business and Tenant hereby waives any and all rights or claims against Landlord arising out of the condition of the Premises. In connection herewith, Tenant hereby acknowledges that neither Landlord or any employees or agents of Landlord have made any oral or written warranties or representations to Tenant relative to the condition or use by Tenant of said Premises and Tenant acknowledges that Tenant assumes all responsibility regarding the Occupational Safety Health Act, the legal use and adaptability of the Premises and the compliance thereof with all Applicable Laws in effect during the Lease Term.

Condition of Premises. 4.1 CONDITION OF PREMISES (a) Lessor shall Sublessee agrees to accept the Premises "as is", generally in the same order and condition as the Premises are in as of the date hereof, and agrees that Sublessor is under no obligation to perform any work upon or alteration to the Premises for Sublessee's use and occupancy, other than to deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition Sublessee on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the PremisesCommencement Date. (b) Except as otherwise provided in this Lease, Lessee hereby accepts Sublessor will permit Sublessee and its agents to enter the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as prior to the present or future suitability of Commencement Date in order to perform through Sublessee's own contractors (to be first approved by Sublessor) any work necessary to prepare the Premises for Sublessee's occupancy; all such work shall be performed substantially in accordance with plans approved by Sublessor and Prime Lessor. The foregoing license to enter prior to the conduct Commencement Date is conditioned upon Sublessee's workmen and mechanics working in harmony and not interfering with the labor employed by Sublessor, Sublessor's mechanics or contractors or by Prime Lessor or any other tenant or their contractors. If at any time such entry shall cause disharmony or interference, this license may be immediately withdrawn by Sublessor. Worker's compensation and public liability and property damage insurance, all in amounts and with companies and on forms satisfactory to Sublessor, shall be provided and at all times maintained by Sublessee or Sublessee's contractors engaged in the performance of Lessee's businessany work and, before proceeding with any work, certificates of such insurance shall be furnished to Sublessor. Any such entry shall be deemed to be under all of the terms, covenants, provisions and conditions of the Sublease except the covenant to pay Rent.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date the Commencement Date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, heating and loading doors in the Premises shall be in good operating condition on the Lease commencement dateCommencement Date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at as Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date Commencement Date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph Paragraph 6.3(a) shall be of no force or effect if prior to the date of this LeaseCommencement Date, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date Commencement Date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, Premises and any covenants or restrictions of record, record and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver Tenant acknowledges and agrees that the Premises to Lessee clean are and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be leased by Landlord to Tenant in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierits present "as-is" condition, subject to all liens, encumbrances and restrictions affecting the Premises. Landlord makes absolutely no representations or warranties whatsoever with respect to the Premises or the condition thereof, either to its fitness for use, condition, purpose or otherwise as to the quality or material or workmanship therein, latent or patent, it being agreed that all such risks are to be borne by Tenant.. Tenant acknowledges that Landlord has not investigated and does not warrant or represent to Tenant that the Premises are fit for the purposes intended by Tenant or for any other purposes whatsoever. Tenant acknowledges and agrees that the Premises are to be leased to Tenant in their existing condition, i.e., "as-is", as of the Commencement Date and at all times thereafter. Tenant acknowledges that Tenant shall be solely responsible for any and all actions, repairs, permits, approvals and costs required for the rehabilitation, renovation, use, occupancy and operation of the Premises in accordance with applicable zoninggovernmental requirements, municipalincluding, county without limitation, all governmental charges and state lawsfees, ordinances if any, which may be due or payable to applicable authorities. By leasing the Premises, Tenant warrants and regulations governing represents to Landlord that Tenant has examined and regulating approved all things concerning the Premises which Tenant deems material to Tenant's leasing and use of the Premises, . Tenant further acknowledges and agrees that: (a) neither Landlord nor any covenants or restrictions agent of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent Landlord has made any representation or warranty as to the present warranty, express or future suitability of implied, concerning the Premises for the conduct of Lessee's businessor which have induced Tenant to execute this Lease except as contained in this Lease; and (b) any other representations and warranties are expressly disclaimed by Landlord.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this LeaseSection 3.1.2 and except as described in Exhibit C attached hereto and incorporated herein by reference (the “Work Letter”), Lessee hereby accepts Tenant agrees to accept the Premises in their condition existing as “as-is” condition, without any representations or warranties by Landlord, and with no obligation of Landlord to make any alterations or improvements to the Lease commencement date Premises or to provide any tenant improvement allowance; excepting the date that Lessee takes work described in Exhibit C (“Landlord’s Work”), which shall be “substantially complete” prior to delivery of possession of the PremisesPremises to Tenant. “Substantially complete” shall mean that Landlord’s Work has been completed except for mechanical adjustments and items of the type customarily found on an architectural punch-list, whichever is earlier, subject to all applicable zoning, municipal, county the correction or completion of which will not substantially interfere with Tenant’s occupancy and state laws, ordinances and regulations governing and regulating the use of the Premises, and issuance of a Temporary Certificate of Occupancy. Landlord shall exercise commercially reasonable efforts (without any covenants obligation to engage overtime labor or restrictions commence any litigation) to deliver possession of recordthe Premises to Tenant in the condition specified in this Section 3.1 on or before the Anticipated Commencement Date. If Landlord, and accepts for any reason whatsoever, cannot deliver possession of the Premises to Tenant in the condition specified in this Section 3.1 on or before the Anticipated Commencement Date, this Lease subject thereto shall not be void or voidable and Landlord shall not be in default or liable to all matters disclosed thereby Tenant for any loss or damage resulting therefrom; provided, however, if Landlord is unable to deliver possession of the Premises within ninety (90) days after the Anticipated Commencement Date as a result of delays attributable to Landlord (as opposed to Tenant) in constructing the tenant improvements described in the. Work Letter, then Tenant may terminate this Lease by written notice to Landlord given within five (5) days after the end of such ninety (90) day period. The taking of possession of the Premises by Tenant shall conclusively establish that the Premises and by the Building were at such time in good and sanitary order, condition and repair, except for latent defects. No delay in delivery of the Premises for any exhibits reason whatsoever shall operate to extend the Expiration Date or the Term. In the event that the Premises are delivered to Tenant on any date other than the Anticipated Commencement Date set forth in the Basic Lease Information of this Lease, Landlord and Tenant shall execute a Confirmation of Term in the form as set forth in Exhibit E attached heretoto this Lease. Lessee Tenant acknowledges that neither Lessor Landlord nor Lessor's any agent of Landlord has made any representation or warranty as with respect to the present or future suitability of the Premises or the Building for the conduct of Lessee's Tenant’s business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, promptly at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, municipal county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, record and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor On the last day or sooner termination of the Term, Tenant shall deliver quit and surrender the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbingLandlord, lightingbroom clean, air conditioning, heating, and loading doors in the Premises shall be in good operating order, condition and repair as required by Section 9.2, together with all alterations, additions and improvements made in, to or on the Lease commencement date. In Premises, except movable furniture and Tenant's trade fixtures installed at the event expense of Tenant, except that it is determined that this warranty has been violated, then it Tenant shall be the obligation of Lessor, after receipt of written notice ascertain from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor Landlord within thirty (30) days after before the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant end of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of Term whether Landlord desires to have the Premises, whichever is earlieror any part or parts thereof, subject restored to the condition in which the Premises were delivered to Tenant, or to their condition prior to making any alteration, addition or improvements thereto, and if Landlord shall so desire, then Tenant shall, at Tenant's sole cost and expense, so restore the Premises, or such part or parts thereof, before the end of the Term. On or before the end of the Term, Tenant shall remove all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of its personal property from the Premises, and all property of Tenant not removed hereunder shall be deemed, at Landlord's option, to be abandoned by Tenant and Landlord may store such property in Tenant's name at Tenant's expense, and/or dispose of the same in any covenants manner permitted by law. Tenant shall repair any and all damage to the Premises caused by Tenant's removal of its furniture, trade fixtures or restrictions property hereunder. If the Premises are not surrendered as of recordthe end of the Term in the manner and condition herein specified, Tenant shall indemnify, defend, protect and accepts this Lease subject thereto hold Landlord harmless from and to against all matters disclosed thereby and loss, liability, cost or expense (including reasonable attorneys' fees) resulting from or caused by Tenant's delay or failure in so surrendering the Premises, including any claims made by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation succeeding tenant due to such delay or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessfailure.

Condition of Premises. (a) Lessor shall deliver The Tenant hereby accepts the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors premises in the Premises shall be in good operating present condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of the execution of this Leaselease and that unless referenced in this lease, Lessee was the owner Tenant has not identified any problems with the premises. The Tenant agrees not to permit or occupant allow the premises its appurtenances, fixtures, equipment, and other property of the Premises. (b) Except as otherwise provided Lessor to be damaged or depreciated in this Leasevalue by any act of omission of Tenant, Lessee hereby accepts Tenant’s family, guests or invitees. In addition the Premises Tenant is to use proper care and diligence in their condition existing as taking care of the Lease commencement date premises. The Tenant specifically agrees that no tacks, nails or screws will be driven into the date woodwork or walls, except that Lessee takes possession small nails may be placed in the walls provided Tenant repairs all holes in the walls or ceiling in a manner and of a quality that the repaired area is restored into its original condition and that said repair shall be solely at the expense of the PremisesTenant. Tenant further agrees to pay for any damage done by rain, whichever is earlierwind, subject or hail caused by leaving windows open and for overflow of water or stoppage in waste pipes, the breakage of glass, or damage to screens that can be shown to be the result from action or inaction of said Tenant. The Tenant shall immediately pay to the Lessor as additional rent all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating expenses incurred by the use Lessor for repairs to the premises rendered necessary by misuse or neglect of the PremisesTenant, Tenant’s family, guests or invitees. The Tenant shall surrender the premises to the Lessor upon the earlier termination or expiration of this lease in good order, repair, and any covenants or restrictions of recordin a safe, clean and accepts this Lease subject thereto tentantable condition, normal wear and to all matters disclosed thereby and tear excepted. If the premises are not surrendered in a timely manner by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as Tenant, then the Tenant shall be responsible to the present or future suitability of Lessor for all cleaning and damages that the Premises for Lessor shall suffer by reason thereof, including but not limited to the conduct of Lessee's businessLessor’s costs and any and all attorneys fees.

Condition of Premises. Within ten (a10) Lessor days after the commencement date, Tenant shall deliver conduct a walk-through inspection of the Premises with Landlord and complete a Punch-List of Items needing additional work by Landlord. Other than the items specified in the Punch-List, by taking possession of the Premises, Tenant shall be deemed to Lessee have accepted the Premises in good, clean and free of debris on Lease commencement date (unless Lessee is already in possession) completed condition and Lessor further warrants repair, subject to Lessee that the plumbingall applicable laws, lighting, air conditioning, heating, codes and loading doors in ordinances. The Punch-List to be prepared by Tenant shall not include any damage to the Premises caused by Tenant's move-in, which damage shall be repaired or corrected by Tenant, at its expense. Tenant acknowledges that neither Landlord nor its Agents have made any representations or warranties as to the suitability or fitness of the Premises for the conduct of business or for any other purpose, nor has Landlord or its Agents agreed to undertake any Alterations or construct any Tenant Improvements to the Premises except as expressly provided in good operating condition on the Lease commencement datethis Lease. In the event that it is determined that this warranty has been violatedIf Tenant fails to submit a Punch-List to Landlord within such ten (10) day period, then it shall be the obligation of Lessordeemed that there are no items needing additional work or repair. Landlord's contractor shall complete all reasonable Punch-List Items, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date walk-through inspection or as soon as practicable thereafter. Upon completion of such Punch-List Items, Tenant shall cause the conclusive presumption that Lessor has complied with all approve such completed items in writing to Landlord. If Tenant fails to approve such items within seven (7) days of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) completion, such items shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premisesdeemed approved by Tenant. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee Tenant acknowledges that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant Existing Premises, the Basement Premises and the Gallery Premises all have been under its control, subject to and in accordance with the terms and conditions of the Existing Leases (and with respect to the Subleased Premises. , pursuant to the Existing Sublease). Tenant has had a full and complete opportunity to review and inspect all aspects of all portions of the Premises and agrees (a) to accept possession of the Premises in the condition existing on the Commencement Date, in “as is” and “where is” condition, (b) Except that neither Landlord nor Landlord’s agents have made any representations or warranties with respect to the Premises or the Building except as otherwise provided in expressly set forth herein, and (c) except for payment of Landlord’s Contribution, Landlord has no obligation to perform any work, supply any materials, incur any expense or make any alterations, additions or improvements to the Building to prepare the Premises for Tenant’s use and occupancy. Promptly after the date of this Lease, Lessee hereby accepts Tenant shall, at its own cost and expense, in accordance with and subject to the terms and provisions of this Lease, perform or cause to be performed any and all work necessary to prepare the Premises in their condition existing as of for Tenant’s occupancy (the Lease commencement date or the date that Lessee takes possession of the Premises“Initial Installations”), whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of shall equip the Premises with new trade fixtures and personal property necessary or proper for the conduct of Lessee's Tenant’s business. Tenant has accepted the Premises in its current condition, and confirms that the Premises and the Buildings are in a good and satisfactory condition as required by this Lease.

Condition of Premises. (a) Lessor A. Purchaser shall deliver accept the Premises to Lessee clean at the Closing in its “as is” condition as of the date hereof, reasonable wear and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heatingtear excepted, and loading doors subject to the provisions of Article 18 hereof in the event of a casualty or condemnation and subject to Seller’s compliance with the covenants contained in Article 20 hereof or elsewhere in this Agreement. Seller shall not be liable for any latent or patent defects in the Premises shall or bound in any manner whatsoever by any guarantees, promises, projections, operating expenses, set ups or other information pertaining to the Premises or the Property made, furnished or claimed to have been made or furnished, whether orally or in writing, by Seller, or any other person or entity, or any partner, employee, agent, attorney or other person representing or purporting to represent Seller, except to the extent expressly set forth herein or in any document or instrument expressly required in this Agreement to be in good operating condition on delivered at Closing (collectively, the Lease commencement date“Closing Documents”). In the event Purchaser acknowledges that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature neither Seller nor any of the violationemployees, agents or attorneys of Seller have made or do make any oral or written representations or warranties whatsoever to promptlyPurchaser, at Lessor's sole costwhether express or implied, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained except as expressly set forth in this paragraph 6.3(a) shall be of Agreement or in any Closing Documents, and, in particular, that no force or effect if prior such representations and warranties have been made with respect to the date of this Leasephysical, Lessee was the owner environmental condition or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession operation of the Premises, whichever is earlierthe presence, subject to all applicable zoningintroduction or effect of Hazardous Materials at or affecting the Premises, municipalthe actual or projected revenue and expenses of the Premises, county the zoning and state other laws, ordinances regulations and regulations governing and regulating rules or Relevant Environmental Laws applicable to the Premises or the compliance of the Premises or the Property therewith, the current or future real estate tax liability, assessment or valuation of the Premises, the availability of any financing for the alteration, rehabilitation or operation of the Premises from any source, including, without limitation, any state, city or Federal government or any institutional lender, the current or future use of the Premises, including, without limitation, the use for residential or commercial purposes, the present and future condition and operating state of any covenants and all machinery or restrictions of record, equipment in the Premises and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future structural and physical condition of the Building or its suitability for rehabilitation or renovation, the ownership or state of title of any Personal Property, the quantity, quality or condition of the Personal Property or Fixtures, the use or occupancy of the Premises for or any part thereof, or any other matter or thing affecting or relating to the conduct Premises, the Property or the transactions contemplated hereby, except as specifically set forth in this Agreement or in any Closing Documents. B. Purchaser has not relied and is not relying upon any representations or warranties or upon any statements made in any informational materials with respect to the Premises provided by Seller or any other person or entity, or any shareholder, employee, agent, attorney or other person representing or purporting to represent Seller, other than the representations and warranties expressly set forth in this Agreement or in any Closing Documents. The parties hereto agree that the Personal Property included in this sale, which is or may be attached to or used in connection with the Premises, has no significant separate value except in conjunction with the Premises. No part of Lessee's businessthe Purchase Price is attributable to the Personal Property. C. The provisions of this Article 24 shall survive the Closing.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, record and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits ex- hibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business. Except as hereafter provided (regarding common area and structural maintenance, and reimbursement by Lessee for its proportional share of the cost thereof), Lessor shall not be responsible for correcting any structural defects in the Premises, as Lessee is currently in possession of the Premises and it is responsible for all repairs and maintenance with respect thereto. Lessee hereby accepts said Premises in its "As Is" and "Where Is" condition and has not relied upon any representations of Lessor as to the condition or use of the Premises by Lessee. Lessee represents and warrants that all improvements made by Lessee to the Premises have been made and completed in accordance with all Governmental Codes and Ordinances and Lessee has obtained all necessary governmental approvals therefor.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already Except as expressly set forth in possession) and Lessor further warrants to Lessee this Section 2.3., Tenant hereby acknowledges agrees that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except taken “as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing is” as of the Lease commencement date Commencement Date, “without any representations or warranties”, and Tenant hereby agrees and warrants that it has investigated and inspected the condition of the Premises and the suitability of same for Tenant’s purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or the date Project or the suitability of same for Tenant’s purposes. Tenant further agrees that Lessee takes possession of the Premises, whichever is earlier, subject no tenant improvements are to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts be made by Landlord under this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached heretoexcept as expressly set forth herein. Lessee Tenant acknowledges that neither Lessor Landlord nor Lessor's any agent nor any employee of Landlord has made any representation representations or warranty as with respect to the present Premises or future the Project or with respect to the suitability of the Premises either for the conduct of Lessee's businessTenant’s business and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Project in its decision to enter into this Lease and let the Premises in the above-described condition. The taking of possession of the Premises by Tenant shall conclusively establish that the Premises and the Project were at such time in satisfactory and good condition. Notwithstanding the foregoing, Landlord shall (i) build one (1) conference room and two offices in the initial Premises and (ii) demise the small conference room in the initial Premises into two offices (“Landlord’s Work”). “Substantial Completion” of Landlord’s Work shall be defined as the date upon which Landlord determines that Landlord’s Work has been substantially completed. If there shall be a delay or there are delays in the Substantial Completion of Landlord’s Work, as a direct, indirect, partial, or total result of any act or omission of Tenant or any of its employees, managers, officers, directors, agents, contractors or invitees (a “Tenant Delay”), then, notwithstanding anything to the contrary set forth in the Lease and regardless of the actual date of the Substantial Completion of Landlord’s Work, the date of Substantial Completion of Landlord’s Work shall be deemed to be the date the Substantial Completion of Landlord’s Work would have occurred if no Tenant Delay had occurred. Absent any Tenant Delay, Substantial Completion shall occur not later than the Commencement Date.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee lessee that the plumbing, lighting, air conditioning, heating, heating and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, violation to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within lessor will, thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. hereto Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (aA) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied compiled with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (bB) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises premises to Lessee clean and free of debris on Lease the lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises premises shall be in good operating condition on the Lease lease commencement date. In the event that it is determined that this the warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, cost rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a6.3 (a) shall be of no force or effect if prior to the date of this Leaselease, Lessee was the an owner or occupant of the Premisespremises. (b) Except as otherwise provided in this Leaselease, Lessee hereby accepts the Premises premises in their condition existing as of the Lease lease commencement date or the date that Lessee takes possession of the Premisespremises, whichever is earlier, ; subject to all applicable zoning, municipal, municipal county and state laws, ordinances and regulations governing and regulating the use of the Premisespremises, and any covenants or restrictions of record, and accepts this Lease lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises AS IS in their the condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, record and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver To the best of Lessor’s knowledge and belief, the Premises to Lessee clean complies with the building codes that were in effect at the time constructed and free also with all applicable laws, covenants and restrictions of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbingrecord, lighting, air conditioning, heatingregulations, and loading doors ordinances in effect on the date hereof, provided, however, the same does not apply to the use to which Lessee will put the Premises shall or any alterations or installations therein made or to be in good operating condition on the Lease commencement datemade by Lessee. In the event that it is determined that this warranty has been violated, then it shall be the obligation By Lessee’s acceptance of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierLessee acknowledges that it has fully inspected the Premises and on the basis of such inspection, subject to all applicable zoningLessee accepts the Premises and the improvements situated thereon, municipal“AS-IS” and as suitable (in its present condition) for purposes for which the same are leased. Lessee fully understands and agrees that there are no warranties, county and state lawseither express or implied, ordinances and regulations governing and regulating other than the use of the Premiseswarranties, if any, which are set forth in writing in this Lease, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor any agent of Lessor's agent , has made any representation or warranty as with respect to the present Premises or future any portion thereof, or with respect to the suitability of the Premises same for the conduct of Lessee's ’s business. Lessee further acknowledges that Lessor has no obligation to perform any work or to complete any improvements on or about the Premises. LESSEE HEREBY STIPULATES AND EXPRESSLY UNDERSTANDS AND AGREES THAT THERE ARE NO IMPLIED WARRANTIES OF FITNESS, SUITABILITY, USE OR MERCHANTABILITY WHICH ARE A PART OF THIS LEASE.

Condition of Premises. If Tenant is to take the Premises “as is” pursuant to Section 1.0 1 (a) Lessor p), Landlord shall have no obligation to prepare the Premises for Tenant’s use and there shall be no Landlord’s Work. If Tenant is not taking the Premises “as is” pursuant to Section 1.01(p), Landlord agrees at its cost and expense to complete Landlord’s Work as specified on “Exhibit B” attached hereto and to deliver possession of the Premises to Lessee clean and free Tenant in a substantially completed condition (as defined in Section 1.03) on or before one year from the date of debris on Lease the commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee of Landlord’s Work; provided, however, that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises event Landlord’s Work is delayed or hindered by strike, casualty, fire, injunction, inability to secure materials, restraint of law, weather, or any other cause beyond the control of Landlord, then the said period shall be extended to the extent of such delays. If Landlord fails to complete Landlord’s Work or Landlord does not obtain acceptable financing for the Shopping Center and/or Landlord’s Work within said period of time, including any extensions as herein provided or which may be agreed to by the parties, then Tenant shall have the option of canceling and terminating this Lease by giving notice in good operating condition on the Lease commencement datewriting to Landlord. In the event that it this Lease is determined that so terminated, Tenant shall not be liable to Landlord on account of any covenant or obligation herein contained, and any security deposit shall be refunded to Tenant. Tenant’s sole remedy for the breach of Landlord’s obligations under this warranty has been violated, then it Section 1.06 shall be the obligation of Lessorforegoing option to terminate this Lease as herein provided, after receipt of written notice from Lessee setting forth with specificity the nature of the violationand Tenant shall not have an action for damages, to promptlyspecific performance, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date any other remedy arising out of this Lease, Lessee was the owner or occupant of the Premisesprovision. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's ’s sole cost, rectify such violation. Lessee's ’s failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's ’s obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. See Addendum. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's ’s agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's ’s business.

Condition of Premises. (a) 3.01. Lessee acknowledges and agrees that it is subletting the Subleased Premises in its “as is” condition as of the Commencement Date and that, subject to this Section 3.01, Lessor shall deliver the Premises is not required to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors perform any work in the Subleased Premises or provide any allowance or other concession to Lessee. Lessee acknowledges that Lessor will continue to occupy the Subleased Premises from the date of this Sublease until shortly before the Commencement Date and accordingly, there will be some changes to the condition of the Subleased Premises arising out of ordinary use and wear and tear. Lessor covenants and agrees that, during the period between the date of this Sublease and the Commencement Date, Lessor will maintain and repair the Subleased Premises in a manner consistent with its past practice and in compliance with the terms of the Prime Lease. Lessor and Lessee shall be in good operating condition on conduct a walk through immediately prior to the Lease commencement datedate of this Sublease and immediately prior to the Commencement Date. In the event that it is determined that of any material change in the condition of the Subleased Premises (excluding ordinary wear and tear) between the date of this warranty has been violatedSublease and the Commencement Date arising from the breach by Lessor of its covenant contained in the immediately preceding sentence, then it Lessee’s sole remedy shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, that Lessor shall either cure such material changes at Lessor's ’s sole costexpense or permit Lessee cure such material changes at Lessor’s expense, rectify in which event Lessor shall reimburse Lessee for such violation. Lessee's failure to give such written notice to Lessor costs within thirty (30) days after delivery by Lessee to Lessor of all applicable invoices and other reasonable documentation of the Lease commencement date shall cause costs of cure. All understandings and agreements heretofore made between the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained parties hereto are merged in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in Sublease which alone fully and completely expresses their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premisesagreement, and neither party is relying upon any covenants or restrictions of recordstatement, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as made by the other not embodied in this Sublease. Lessor makes no representation concerning, and shall have no liability in connection with, the quantity, quality or condition of any and all services, equipment and supplies given to Lessee; provided, however, Lessor agrees that Lessee shall be entitled to receive all services, utilities, repairs and restorations to be provided by Prime Landlord under the Prime Lease with respect to the present Subleased Premises. Subject to obtaining the approval of Prime Landlord in accordance with Section 2.02 hereof, the parties intend that the Commencement Date shall be July 1, 2021 (“Intended Commencement Date”) and that Lessor shall deliver the Subleased Premises to Lessee on such Intended Commencement Date in accordance with this Section 3.01, provided, however, that Lessor shall have the right, to be exercised upon not less than nine (9) months’ prior written notice to Lessee, to extend the Intended Commencement Date one or future suitability more times by up to six (6) months in the aggregate (i.e., to an outside Intended Commencement Date of January 1, 2022). On the Intended Commencement Date (as extended, if applicable and subject to the approval of Prime Landlord in accordance with Section 2.02 hereof), Lessor shall deliver the Subleased Premises for to Lessee in vacant and “broom clean” condition. In addition, Lessor shall remove all interior signage displaying the conduct name of Lessee's businessLessor or its affiliates.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee Tenant hereby agrees that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating taken “as is”, “with all faults”, “without any representations or warranties”, and Tenant hereby agrees and warrants that it has investigated and inspected the condition of the Premises and the suitability of same for Tenant’s purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or the Project or the suitability of same for Tenant’s purposes, except to the extent such objections, cause of action or claim is based on the gross negligence or willful misconduct of Landlord or any agent or employee of Landlord or any latent defect. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranty with respect to the Premises or the Project or with respect to the suitability of either for the conduct of Tenant’s business and Tenant expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Project in its decision to enter into this Lease commencement dateand let the Premises in the above-described condition. In the event that it is determined that this warranty has been violated, then it The Premises shall be initially improved as provided in, and subject to, the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunderTenant Work Letter attached hereto as Exhibit “D” and made a part hereof. The warranty contained existing leasehold improvements in this paragraph 6.3(a) shall be the Premises as of no force or effect if prior to the date of this Lease, Lessee was together with the owner or occupant Improvements (as defined in the Tenant Work Letter) may be collectively referred to herein as the “Tenant Improvements.” The taking of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county Premises by Tenant shall conclusively establish that the Premises and state laws, ordinances the Project were at such time in satisfactory condition. Tenant hereby waives subsection 1 of Section 1932 and regulations governing Sections 1941 and regulating the use 1942 of the Premises, and Civil Code of California or any covenants or restrictions successor provision of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businesslaw.

Condition of Premises. Except as provided in paragraph 6.2 (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee Sublessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierexecution hereof, subject to all applicable zoning, municipal, county and state laws, ordinances ordinances, and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease Sublease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee hereto Sublesee acknowledges that neither Lessor Sublessor nor LessorSublessor's agent has agents have made any representation or warranty as to the present or future suitability of the Premises for the conduct of LesseeSublessee's business. See addendum 7. Master Lease 7.1 The Sublessor is the lessee of the Premises by virtue of a lease, hereinafter referred to as the "Master Lease", a copy of which is attached hereto marked Exhibit 1, dated Feb 10th, 1992 wherein Newpark Leasing Company, A -------- -- -------------------------- California Partnership -------------------------------------------------------------------------------- 7.2 This Sublease is and shall be at all times subject and subordinate to the Master Lease. 7.3 The terms, conditions and respective obligations of Sublessor and Sublessee to each other under this Sublease shall be the terms and conditions of the Master Lease except for those provisions of the Master Lease which are directly contradicted by this Sublease in which event the terms of this Sublease document shall control over the Master Lease. Therefore, for the purposes of this Sublease, wherever in the Master Lease the word "Lessor" is used it shall be deemed to mean the Sublessor herein and wherever in the Master Lease the word "Lessee" is used it shall be deemed to mean the Sublessee herein. 7.4 During the term of this Sublease and for all periods subsequent for obligations which have arisen prior to the termination of this Sublease. Sublessee does hereby expressly assume and agree to perform and comply with, for the benefit of Sublessor and Master Lessor, each and every obligation of Sublessor under the Master Lease except for the following paragraphs which are excluded therefrom. None 7.5 The obligations that Sublessee has assumed under paragraph 7.4 hereof are hereinafter referred to as the "Sublessee's Assumed Obligations". The obligations that Sublessee has not assumed under paragraph 7.4 hereof are hereinafter referred to as the "Sublessor's Remaining Obligations". 7.6 Sublessee shall hold Sublessor free and harmless of and from all liability, judgments, costs, damages, claims or demands, including reasonable attorneys fees, arising out of Sublessee's failure to comply with or perform Sublessee's Assumed Obligations. 7.7 Sublessor agrees to maintain the Master Lease during the entire term of this Sublease, subject, however, to any earlier termination of the Master Lease without the fault of the Sublessor, and to comply with or perform Sublessor's Remaining Obligations and to hold Sublessee free and harmless of and from all liability, judgments, costs, damages, claims or demands arising out of Sublessor's failure to comply with or perform Sublessor's Remaining Obligations. 7.8 Sublessor represents to Sublessee that the Master Lease is in full force and effect and that no default exists on the part of any party to the Master Lease.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date Commencement Date (unless Lessee is already in possession) ), and Lessor further warrants to Lessee believes that the plumbing, lighting, air conditioning, heatingconditioning and heating equipment, and loading doors in the Premises shall be are in good operating condition on the Lease commencement dateCommencement Date. In .In the event that it is determined that this warranty has been violatedthey are not in good operating condition, then it shall be the obligation of the Lessor, after receipt of written notice from Lessee setting forth with specificity specifically the nature of the violationproblem(s), to promptly, at Lessor's sole cost, rectify resolve such violationproblem(s). Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date Commencement Date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if If, prior to the date of this Lease, Lessee was the owner or occupant of the Premises, Lessor shall have no obligation to resolve said problem(s). (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date Commencement Date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise expressly provided in this LeaseLease to the contrary, Lessor shall not be responsible for the construction or installation of any improvements or facilities in and to the Premises and/or the Building. Subject to the terms of this Section 3.3 and except as provided in Section 7.3 hereof, Lessee hereby accepts shall accept delivery of possession of the Premises in their its "AS IS" and "WITH ALL FAULTS" condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierDelivery Date, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record; provided, however, that such acceptance by Lessee shall not release Lessor from its obligations under this Lease, including, without limitation, Sections 3.3.1, 7.1 and accepts 7.3 of this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached heretoLease. Except, as otherwise expressly provided in this Lease, Lessee acknowledges that neither Lessor nor Lessor's agent employees or agents has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessbusiness and that Lessee is relying solely on its own investigations, examinations and inspections of the Premises and those of Lessee's representatives and is not relying in any way on any information furnished by Lessor or any of its agents or representatives (including, without limitation, Lessor's real estate brokers). 3.3.1 Lessor shall deliver the Premises to Lessee on the Delivery Date clean and free of debris, and hereby warrants to Lessee that the electrical, plumbing, lighting and mechanical systems of the Building (referred to in this Lease as the "Building Systems"), and the loading doors and other improvements constructed and installed in the Building (including the roof, the roof membrane and other structural elements) existing as of the Delivery Date shall be in good operating condition and repair as of the Commencement Date and in compliance with all applicable building regulations, laws, statutes, ordinances, rules, orders and covenants and restrictions of record applicable to the Building in its "AS IS" condition as of the Delivery Date. If non-compliance with said warranty exists as of the Commencement Date, Lessor shall, except as otherwise provided in this Lease, promptly after receipt of written notice from Lessee setting forth with specificity the nature and extent of such non-compliance, rectify the same at Lessor's sole cost and expense (and not charged to Lessee), and such repair and correction shall be the sole and exclusive remedy of Lessee as against Lessor. If Lessee does not give Lessor written notice of a non-compliance with this warranty within one hundred eighty (180) days of the Commencement Date, correction of that non-compliance shall, except as otherwise provided in this Lease, be the obligation of Lessee, at Lessee's sole cost and expense. Notwithstanding anything to the contrary in the foregoing, Lessor's obligation to repair latent defects in the original construction or design of any Building Systems and improvements (including the roof, roof membrane and structural elements of the Building) shall not be subject to said one hundred and eighty (180) day statute of limitations.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date ()unless Lessee is already in possession) and Lessor lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver A. Tenant hereby acknowledges and agrees that it is to demise the Premises to Lessee clean in an “AS-IS” condition and free Tenant’s taking possession of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be conclusive evidence as against Tenant that the Premises were in good operating order and satisfactory condition on when Tenant took possession. No promise of Landlord to alter, remodel or improve the Lease commencement date. In Premises, and no representation respecting the event that it is determined that this warranty condition of the Premises has been violatedmade by Landlord to Tenant. Notwithstanding any other provision herein to the contrary, then it Landlord shall be responsible for all plans, specifications and costs associated with demising the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity Premises. Upon the nature expiration of the violationterm hereof, or upon any earlier termination of the term hereof or of Tenant’s right to promptlypossession, Tenant shall surrender the Premises in at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after least as good condition as at the Lease commencement date shall cause of the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date term of this Lease, Lessee was ordinary wear and tear excepted. B. Landlord and Tenant acknowledge and agree that any and all alterations to be installed by Tenant within the owner or occupant Premises upon the inception of the Premises. Term of this Lease shall be subject to the approval of Landlord (b) Except as otherwise provided in this Leasewhich approval shall not be unreasonably withheld, Lessee hereby accepts the Premises in their condition existing as conditioned or delayed). Any and all such alterations shall comply with all of the terms and conditions of this Lease commencement date and no approval by Landlord shall be deemed a representation and/or warranty by Landlord as to the sufficiency of same or the date that Lessee takes possession compliance of same with any and all applicable laws, codes, rules, ordinances or regulations. Tenant shall perform any and all such work at its sole cost and expense and in a lien-free manner. Notwithstanding the foregoing, Tenant may install and maintain furnishings, equipment, movable partitions, business equipment and other trade fixtures (the “Trade Fixtures”) in the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating provided that the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability Trade Fixtures do not become an integral part of the Premises for or the conduct Building, without Landlord’s prior consent. Tenant shall promptly repair any damage to the Premises or the Building caused by any installation or removal of Lessee's businesssuch Trade Fixtures.

Condition of Premises. (ai) Lessor Landlord shall deliver Substantially Complete the Premises and prepare same for occupancy by Tenant in accordance with Landlord's work as set forth in Exhibit "B" attached hereto. "Substantially Complete" shall mean that Landlord has completed the work set forth in Exhibit "B" to Lessee clean and free the extent that only minor details of debris on Lease commencement date construction (unless Lessee is already in possessionso-called "punch list" items) and Lessor further warrants minor mechanical adjustments remain to Lessee be done in the Premises. Landlord shall use its best efforts to Substantially Complete the Premises on or before the June 1, 1998, provided that no subsequent material changes are made to the plumbingscope of work and specifications set out in Exhibit "B". If Landlord is delayed in the performance of this work because of strikes, lightinglabor difficulties, air conditioninginability to obtain materials, heatingfire, and loading doors governmental regulations, or any other circumstances beyond its control, then such schedule of completion, will be postponed for a period of time equal to the delay thus incurred, provided that if Landlord fails to Substantially Complete Landlord's Work in the Premises shall be in good operating condition on accordance with the terms and conditions of the Lease commencement date. In by December 31, 1998 (the event that it is determined that "Outside Delivery Date"), Tenant may, as its sole remedy (other than self-help as set forth in Section 8.2 hereof), terminate this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within Lease upon thirty (30) days after prior written notice given any time before such delivery, provided however, if Landlord completes and delivers the Premises to Tenant in accordance with the terms and conditions of the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessorwithin such thirty (30) day period, Tenant's obligations hereunder. The warranty contained in this paragraph 6.3(a) termination notice shall be null and void. Failure on the part of no force the Landlord to provide occupancy as herein described shall not constitute a breach or effect if prior default on the part of the Landlord under this Lease or give rise to any claims of damage or expenses of any kind against the Landlord by Tenant, either direct or consequential. In the event Tenant is unable to take possession of the Premises on the Term Commencement Date because of Landlord but not Tenant, the Rent Commencement Date, Term Commencement Date and the Term Expiration Date shall be adjusted to reflect the date of this LeaseTenant's later occupancy. The Rent Commencement Date, Lessee was Term Commencement Date and Term Expiration Date shall not be adjusted in the owner event such delay of Landlord's Work is caused by Tenant. Notwithstanding the foregoing, if Tenant's personnel shall occupy all or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability part of the Premises for the conduct of Lesseeits business (as opposed to installation and testing of furniture and equipment and performance of Tenant's businessWork) prior to the Rent Commencement Date, such date of occupancy shall, for all intents and purposes of this Lease, be the Rent Commencement Date.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning(NO AIR-CONDITIONING), heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a6.39(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. , Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption _____________ that Lessor has complied _____________ with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a6.3 (a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or of occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, municipal county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, record and accepts this Lease lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of the Lessee's business.

Condition of Premises. (a) 1.01 Lessor shall deliver the Premises leased premises in "as is" condition. Subject to Lessee's option to terminate as hereinafter provided, upon delivery of possession, Lessee covenants and agrees to take unconditional physical possession of the leased premises and accepts the leased premises in "as is" condition without representation by Lessor or any person, firm or corporation on behalf of Lessor as to the condition thereof, and acknowledges that the leased premises are in satisfactory condition. Subject to Lessee clean and free having commissioned an engineering survey within (seven) 7 days of debris on Lease commencement the date of execution hereof, during the twenty-one (unless 21) days following the date of execution hereof, Lessee is already in possession) and Lessor further warrants shall have access to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in leased premises for purposes of inspecting the Premises shall be in good operating condition on the Lease commencement dateof same. In the event that it is determined Lessee shall notify Lessor in writing within such 21 day period that this warranty has been violatedLessee shall have discovered a significant defect or disrepair in the leased premises (subject to independent verification, if Lessor deems same reasonably necessary), then it Lessee shall be have the obligation option of Lessor, after receipt of terminating this Lease by giving written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice thereof to Lessor within thirty (30) days after such 21 day period. For purposes of the Lease foregoing sentence, a "significant defect or disrepair" in the leased premises shall be deemed to mean defects or items of disrepair of such a nature as to require aggregate capital expenditures or repair costs of more than $100,000, within the 120 day period immediately following the commencement date shall cause of the conclusive presumption that Lessor has complied with all of term hereof. Upon Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct receipt of Lessee's businessnotice to terminate, Lessor shall have ten (10) days during which Lessor may nullify and vitiate Lessee's option by agreeing to bear the cost of correction or disrepair in excess of $100,000.00.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free Except as provided in Paragraph 7 of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbingthis --------------------- Agreement, lighting, air conditioning, heating, and loading doors in the Premises shall be delivered to Subtenant upon the Commencement Date in good operating condition on their then existing "AS IS" condition. On expiration or sooner termination of the Lease commencement dateterm of this Sublease, Subtenant shall fully remove all of its personal property and shall fully vacate the Premises. In the event that it is determined that this warranty has been violatedaddition, then it Subtenant shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth otherwise comply with specificity the nature all responsibilities of the violationTenant under the Master Lease regarding surrender of the Premises, including removal of any alterations made by Subtenant in accordance with the terms of the Master Lease, except that Subtenant shall have no obligation to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure remove any alterations made to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if Premises by Sublandlord prior to the commencement date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes Sublease term. By accepting possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee Subtenant acknowledges that neither Lessor nor Lessor's agent has made any representation the condition is acceptable in all respects. Sublandlord makes no representations or warranty warranties as to the present condition or future suitability of the Premises for Subtenant's intended use or that the conduct Premises are in compliance with the Americans with Disabilities Act. Notwithstanding any provision of Lessee's businessthis Sublease or Section 6.3 of the Master Lease, Subtenant shall have no responsibility to improve the Premises or bring the Premises into compliance with any Laws in effect prior to the Commencement Date, except to repair damage done by Subtenant (its agents, employees, contractors or invitees) or in connection with any permit applied for by Subtenant to improve the Premises. Likewise Sublandlord shall not be obligated to make any improvements to the Premises including but not limited to code upgrades.

Condition of Premises. (a) Lessor shall deliver Tenant acknowledges and agrees that the Premises to Lessee clean are and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be leased by Landlord to Tenant in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierits present “as-is” condition, subject to all liens, encumbrances and restrictions affecting the Premises. Landlord makes absolutely no representations or warranties whatsoever with respect to the Premises or the condition thereof, either to its fitness for use, condition, purpose or otherwise as to the quality of material or workmanship therein, latent or patent, it being agreed that all such risks are to be borne by Tenant. Tenant acknowledges that Landlord has not investigated and does not warrant or represent to Tenant that the Premises are fit for the purposes intended by Tenant or for any other purposes whatsoever. Tenant acknowledges and agrees that the Premises are to be leased to Tenant in their existing condition, i.e., “as-is”, as of the Commencement Date and at all times thereafter. Tenant acknowledges that Tenant shall be solely responsible for any and all actions, repairs, permits, approvals, and costs required for the rehabilitation, renovation, use, occupancy and operation of the Premises in accordance with applicable zoninggovernmental requirements, municipalincluding, county without limitation, all governmental charges and state lawsfees, ordinances if any, which may be due or payable to applicable authorities. By leasing the Premises, Tenant warrants and regulations governing represents to Landlord that Tenant has examined and regulating approved all things concerning the Premises which Tenant deems material to Tenant’s leasing and use of the Premises, . Tenant further acknowledges and agrees that: (a) neither Landlord nor any covenants or restrictions agent of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent Landlord has made any representation or warranty as to the present warranty, express or future suitability of implied, concerning the Premises for the conduct of Lessee's businessor which have induced Tenant to execute this Lease except as contained in this Lease; and (b) any other representations and warranties are expressly disclaimed by Landlord.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting putting forth with specificity the nature stature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) 30 days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the en owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the PremisesPremise., whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the PremisesPremise., and any covenants or restrictions of record, and accepts this Lease Lease, subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability suis5bility of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee in a clean and free of debris condition on Lease commencement date the Term Commencement Date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors heating system in the Premises shall be in good operating condition on the Lease commencement datecondition. In the event that it is determined deterrmined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty one hundred eighty (30180) days after the Lease commencement date Term Commencement Date, shall cause result in the conclusive presumption that Lessor has complied with all of Lessor's its obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be , that the Premises are fully completed and are suitable for Lessee's purposes, that the Building and every part of no force or effect if prior to the date of this Leaseit, Lessee was the owner or occupant of including the Premises, are in good and satisfactory condition, and that Lessee waives any defects therein. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises and the Office Building Project in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierTerm Commencement Date, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any easements, covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that it has satisfied itself by its own independent investigation that the Premises are suitable for its intended use, and that neither Lessor nor Lessor's agent or agents has made any representation or warranty as to the present or future suitability of the Premises Premises, Common Areas, or Office Building Project for the conduct of Lessee's business.

Condition of Premises. (a) Lessor Tenant shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already notify Landlord in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor writing within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all later of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant Substantial Completion of the Premises. (b) Landlord Work or when Tenant takes possession of the Premises of any defects in the Premises claimed by Tenant or in the materials or workmanship furnished by Landlord in completing the Landlord Work. Except for defects stated in such notice and except as otherwise provided elsewhere in this Lease, Lessee hereby accepts including the second paragraph of this Section 2.5, Tenant shall be conclusively deemed to have accepted the Premises "as is" in their the condition existing as of the Lease commencement date or on the date that Lessee Tenant first takes possession possession, and to have waived all claims relating to the condition of the Premises. Landlord shall proceed promptly and diligently to correct the defects stated in such notice unless Landlord disputes the existence of any such defects. In the event of any dispute as to the existence of any such defects, whichever is earlierthe decision of a third party mutually and reasonably agreeable to both Landlord and Tenant shall be final and binding on the parties. No agreement of Landlord to alter, subject remodel, decorate, clean or improve the Premises or the Building and no representation regarding the condition of the Premises or the Building has been made by or on behalf of Landlord to Tenant, except as may be specifically stated in this Lease or in the Workletter. Landlord shall, at its sole cost and expense and not as part of Operating Expenses, repair all applicable zoninglatent and/or structural defects in the Landlord's Work and the structural portions of the Premises and Building during the Term of the Lease, municipal, county and state laws, ordinances and regulations governing and regulating the except for those structural defects caused by Tenant's particular use of the PremisesPremises (by way of example and not limitation, and any covenants excessive floor loads) or restrictions the negligence or misconduct of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation Tenant or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessits contractors.

Condition of Premises. (a) Lessor shall deliver The Tenant's taking possession of the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee or any portion thereof shall be conclusive evidence that the Premises or any such portion was in good order and satisfactory condition when the Tenant took possession. At the expiration or other termination of this Lease or of Tenant's right of possession, Tenant shall leave the Premises, and during the Term will keep the same, in good order and condition, ordinary wear and tear, damage by fire or other casualty alone excepted; and for that purpose, Tenant shall make all necessary repairs and replacements; Tenant shall give Landlord prompt notice of any damage to or accident upon the Premises and of any breakage or defects in the window glass, wiring or plumbing, lighting, air conditioning, heating, and loading doors in ventilating or cooling or electrical apparatus or systems on or serving the Premises. Tenant shall at the expiration or termination of this Lease or of Tenant's right of possession, also have had removed from the Premises all furniture, trade fixtures, office equipment and all other items of Tenant's property (including, without limitation, the items Tenant is required to remove pursuant to Paragraph 8(b) hereof) so that Landlord may again have and repossess the Premises. All such items not removed from the Premises at such expiration or termination, shall conclusively be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has deemed to have been violatedabandoned and may be appropriated, then it shall be the obligation sold, stored, destroyed or otherwise disposed of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written by Landlord without notice to Lessor within thirty (30) days after Tenant or any other party with an interest in such property and without any obligation to account therefore. Tenant shall pay Landlord all expenses incurred in connection with the Lease commencement date disposition of such property, and if Landlord shall cause choose to store any such items, Landlord shall have no liability for the conclusive presumption that Lessor has complied safekeeping thereof and such items may not be retrieved by Tenant or any other person except upon payment of such charges as may be imposed for the removal and storage. Tenant shall comply with all of Lessor's obligations hereunder. The warranty contained laws, rules, orders, ordinances and regulations at any time issued or in this paragraph 6.3(a) shall be of no force by any lawful authority, applicable to Tenant or effect if prior to the date of this Lease, Lessee was the owner or any other occupant of the Premises. , or to the Premises, or to the, use or occupancy of the Premises beyond general office use. Tenant shall, upon demand, pay to Landlord the amount of any damages suffered or incurred by Landlord as a result of any injury to any part of the Property other than the Premises, done by Tenant or any subtenant or any agent, employee, contractor or invitee of Tenant or any subtenant, including, without limitation, damage done by the bringing or removal of furniture and other property. Tenant shall forthwith repair all damage done to the Premises by installation or removal of furniture and property by Tenant or any subtenant or by any agent, employee, contractor or invitee of Tenant or of any subtenant or, if Landlord shall so request, pay to Landlord the cost of such repair. Tenant shall not do or commit, or suffer or permit to be done or committed, any act or thing as a result of which any policy of insurance of any kind on or in connection with the Property shall become void or suspended, or any insurance risk on or in connection with the Building or any other portion of the Property shall (bin the opinion of the insurer or any insurance organization) Except be rendered more hazardous or require payment of a greater premium; without limitation of any other rights and remedies of Landlord, Tenant shall pay as otherwise provided in additional rent the amount of any increase of premiums for such insurance, resulting from any breach of this Lease, Lessee hereby accepts provision. Tenant shall leave the Premises in their a reasonably tidy condition existing as on all days upon which janitorial services are to be provided by Landlord. Landlord shall, at Landlord's expense, replace any glass broken in the Premises windows in the exterior walls of the Lease commencement date Building, unless such glass is broken by Tenant, its servants, employees, agents, invitees, licensees or contractors, in which case Tenant shall, upon demand, pay the date that Lessee takes possession cost of replacement by Landlord. Tenant shall replace and pay for any other glass broken in or about the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) 8.1 Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, heating and loading doors in the Premises premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of the Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, promptly at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Leaselease, Lessee was the owner or an occupant of the Premisespremises. (b) Except as otherwise provided in this Lease, 8.2 Lessee hereby accepts the Premises premises free of defects, all equipment serviceable and in their a clean condition existing as of the Lease lease commencement date or the date that Lessee takes possession of the Premisespremises, whichever is earlier. 9. Maintenance, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.Repairs,

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee 2.1 Tenant acknowledges that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date execution of this Lease, Lessee was the owner or occupant of Tenant has been furnished full access to, and has inspected the Premises. (b) . Except as otherwise specifically provided in this LeaseArticle II, Lessee hereby Tenant accepts the Premises in their condition existing as its present condition, state of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county repair and state laws, ordinances operating order and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached heretoin present “AS IS” condition. Lessee Tenant further acknowledges that neither Lessor Landlord nor Lessor's any real estate agent or broker representing Landlord or Tenant has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's Tenant’s business. Tenant specifically acknowledges that Landlord makes no representation or warranty with respect to any laws, codes, ordinances, rules or regulations affecting the Premises including, without limitation, laws, codes ordinances, rules or regulations relating to fire or life safety, or access by disabled persons (collectively “Codes”) affecting the Premises or Tenant’s proposed use of the Premises, and Tenant shall be responsible for determining the suitability and conformity of the Premises with respect to such Codes, and Tenant shall be responsible for making any necessary modifications to the Premises in order to comply with such Codes. In the event that, as of the Commencement Date, the Building is in violation of the requirements of Title III of the Americans with Disabilities Act (“ADA”) applicable to the Building with respect to the use of the Building for general warehouse, manufacturing and related office purposes (but not for any use constituting a “public accommodation” under the ADA), for any reason other than as a result of Tenant’s acts, specific use of the Premises, or improvements or alterations made by or for Tenant, all as approved in advance by Landlord, Landlord shall, at its sole cost and expense, cause the same to be rectified at no cost to Tenant to the extent required by applicable law. 2.2 Landlord hereby grants to Tenant for the benefit of Tenant and its employees, suppliers, shippers, contractors, customers and invitees, during the “Lease Term” (as defined herein), the exclusive right to use the Tenant Yard Area, subject to any rights, powers, and privileges reserved by Landlord under the terms hereof or under the terms of the Performance Standards governing the use of the Tenant Yard Area. The right herein granted to use the Tenant Yard Area shall be deemed to include the right to store any property, temporarily or permanently, in the Tenant Yard Area.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises as is, in their condition existing as of the Lease commencement date or the date ate that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business. See Addendum No. 7.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean The parties hereto hereby acknowledge and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbingagree that, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except except as otherwise provided in this Lease, Lessee hereby in the Master Agreement and in the other Transaction Agreements, Landlord is delivering, and Tenant is accepting, the Premises in their "as is" condition on the date hereof. Tenant acknowledges that it has inspected, examined and investigated to its full satisfaction the Premises and the uses thereof and any other matter of concern to Tenant with respect to the Premises, that Tenant accepts the Premises in their present condition existing without any representation or warranty whatsoever by Landlord, except as herein expressly provided, as to the condition of the Premises or the value thereof or the utility thereof or usefulness for any particular purpose or any other matter or thing relating in any way to the Premises, and that Tenant acknowledges that Landlord has not made and does not make, and Tenant is not relying upon, any representation or warranty, except as herein expressly provided, as to the physical condition, quality, value or character or any other matter relating to or affecting the Premises. Nothing in this Lease, including in this Section, however, shall waive or modify any of the obligations, rights or remedies of the parties to the Master Agreement and the other Transaction Agreements pursuant to the Master Agreement and the other Transaction Agreements. (b) Landlord represents and warrants to Tenant as follows: (i) The mortgages specified in Exhibit A are the only Fee Mortgages encumbering or affecting all or any part of the Premises as of the Lease commencement date hereof, and true and complete copies of the Fee Mortgage documents or documents evidencing or affecting such lien, as in effect on the date that Lessee takes possession hereof, have been delivered to Tenant, nor, except as otherwise provided in the Master Agreement, is any portion of the Premises, whichever is earlier, Premises subject to all applicable zoninga security interest, municipalequipment lease, county conditional sales agreement or similar financing arrangement, or to a ground or underlying lease. (ii) The easements, restrictions and state lawsother matters of record as of the date hereof, ordinances and regulations governing and regulating any unrecorded agreements of a similar nature to which Tenant would be subject hereunder, do not materially adversely affect, individually or in the aggregate, the use of the Premises, and any covenants or restrictions of recordas the Premises were used in December, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has 1991. (iii) The actual uses being made any representation or warranty as to the present or future suitability of the Premises during December 1991 and the use of the Premises by Tenant on the date hereof for the conduct same uses were and are permitted by all applicable zoning Laws, or (if not permitted by zoning laws) are lawful nonconforming uses, and all certificates of Lessee's businessoccupancy required for such use in December 1991 were obtained and were in full force and effect immediately prior to the commencement of the Term. (iv) To the actual knowledge of Landlord, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇, there are no material structural defects in the Premises on the date hereof, except as set forth on Exhibit D. (v) Landlord is a fee owner of the Premises and all prior tenancies and rights of occupancy at the Premises or any part thereof have been terminated. (vi) The representations and warranties set forth on Exhibit E are true, correct and complete as of the date hereof.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall shaft be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor Landlord shall deliver the Premises to Lessee Tenant clean and free of debris on Lease commencement date the Commencement Date (unless Lessee is already in possessionsubject to any damage caused by Tenant during any early entry under paragraph 3.5) and Lessor Landlord further warrants to Lessee Tenant that the plumbing, lighting, electrical, mechanical and life safety systems, air conditioning, heating, heating and loading doors in the Premises shall be in good operating condition on the Lease commencement dateCommencement Date. In the event that it is determined that this warranty has been violated, unless Tenant has caused the problem, then it shall be the obligation of LessorLandlord, after receipt of written notice from Lessee Tenant setting forth with specificity the nature of the violation, which Landlord must receive within one (1) year after the Commencement Date, to promptly, at LessorLandlord's sole cost, rectify such violation. LesseeTenant's failure to give such written notice to Lessor Landlord within thirty (30) days after the Lease commencement date such one-year period shall cause the conclusive presumption that Lessor Landlord has complied with all of LessorLandlord's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee Tenant hereby accepts the Premises in their the condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, Commencement Date subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, Premises and any covenants or restrictions of recordCC&R's, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached heretothereby. Lessee Tenant acknowledges that neither Lessor Landlord nor LessorLandlord's agent has made any representation or warranty or other promise as to the present or future suitability of the Premises for the conduct of LesseeTenant's businessbusiness other than as set forth in the express provisions of this Lease. (c) Notwithstanding any provision in this Lease to the contrary, all punchlist items will be rectified by Landlord within thirty (30) days after Tenant takes possession of the particular sub-phase or phase in question, provided that if Landlord requires additional time to rectify any item that cannot be rectified within thirty (30) days, notwithstanding Landlord's reasonable diligence, Landlord shall have a reasonable period of time thereafter to rectify such item. Notwithstanding any provision in this Lease to the contrary, Tenant will not be liable for material structural latent defects, which will remain the obligation of Landlord at Landlord's expense during the Term.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, heating and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, violated then it shall be the obligation of Lessor, . after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a6 3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, earlier subject to all applicable zoning, municipal, municipal county and state laws, ordinances and regulations governing and regulating the use of the Premises, Premises and any covenants or restrictions of record, record and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver The Premises is delivered to LESSEE “as is.” ▇▇▇▇▇▇ accepts the Premises to Lessee clean as being in good order, condition and free of debris on Lease commencement date (repair, unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heatingotherwise specified herein, and loading doors agrees, on the last day of the Term or the earlier termination of this Agreement, to surrender to LESSOR the Premises, with any appurtenances or improvements therein, in the same condition as when received, reasonable use and wear thereof and damage by acts of nature, excepted. Since compliance with the Americans with Disabilities Act (ADA) is dependent upon ▇▇▇▇▇▇'s specific use of the Premises, LESSOR makes no warranty or representation as to whether or not the Premises shall be in good operating condition on the Lease commencement datecomply with ADA or comparable laws. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature ▇▇▇▇▇▇'s use of the violationPremises requires modifications or additions to the Premises in order to be ADA-compliant, ▇▇▇▇▇▇ agrees to promptly, make any such necessary modifications and/or additions at Lessor▇▇▇▇▇▇'s sole costexpense. ▇▇▇▇▇▇ AND ▇▇▇▇▇▇ HAVE CAREFULLY READ AND REVIEWED THIS AGREEMENT AND EACH TERM AND PROVISION CONTAINED HEREIN, rectify such violationAND BY THE EXECUTION OF THIS AGREEMENT SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. Lessee's failure to give such written notice to Lessor within thirty THE PARTIES HEREBY AGREE THAT, AT THE TIME THIS AGREEMENT IS EXECUTED, THE TERMS OF THIS AGREEMENT ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE PREMISES. ▇▇▇▇▇▇ further acknowledges that the Premises have not undergone inspection by a Certified Access Specialist (30CASp). A Certified Access Specialist (CASp) days after can inspect the Lease commencement date shall cause subject premises and determine whether the conclusive presumption that Lessor has complied subject premises comply with all of Lessor's obligations hereunderthe applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The warranty contained in this paragraph 6.3(a) parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the premises. The parties hereby agree that LESSEE shall be responsible for the payment of no force or effect if prior any fee for a CASp inspection, and shall be responsible for the cost of any repairs found necessary to the date correct violations of this Lease, Lessee was the owner or occupant of accessibility standards within the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. See Paragraph 49. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a8.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting selling forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee Lessee, was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver On the Expiration Date, or upon any reentry by Landlord upon the Premises pursuant to Lessee clean Section 24.2.2, ▇▇▇▇▇▇ shall quit and surrender the Premises, together with all permitted Alterations (except those Alterations required to be removed pursuant to Section 14.2.2) that may have been made or installed in, on or to the Premises before or during the Term, to Landlord free and clear of debris on Lease commencement date all occupants, subtenants, and licensees, “broom-clean” and in good order, condition, and repair, and as Tenant is obligated to maintain the same under this Lease, excepting only (unless Lessee is already in possessioni) ordinary wear and use (subject to Tenant’s compliance with Section 15.1) and Lessor further warrants to Lessee that the plumbing(ii) those instances of damage by fire or other casualty for which, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date under other provisions of this Lease, Lessee was the owner Tenant has no responsibility of repair or occupant of the Premisesrestoration. (b) Except as otherwise provided in this Lease23.1.1 Tenant shall, Lessee hereby accepts on or before the Expiration Date, and at its sole cost, remove from the Premises in their condition existing all of Tenant’s Removable Property (except such items thereof as Landlord may have expressly permitted to remain, which property shall become the property of Landlord). Tenant shall repair any damage to the Lease commencement date Premises or the date that Lessee takes possession Building resulting from the installation or removal of Tenant’s Removable Property. 23.1.2 On the PremisesExpiration Date, whichever is earlierTenant shall also, subject to in accordance with all applicable zoningLegal Requirements, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premisesat Tenant’s sole cost, and to Landlord’s reasonable satisfaction, remove any covenants and all Hazardous Materials placed in the Premises by Tenant or restrictions of recordby its agents, invitees, employees, or contractors, and accepts this Lease subject thereto and Tenant shall be responsible for all costs (including, but not limited to, those resulting from monitoring, clean-up or compliance in accordance with all Legal Requirements) incurred with respect to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of Hazardous Materials placed upon the Premises for by Tenant or by its agents, invitees, employees, or contractors, after the conduct of Lessee's businessCommencement Date.

Condition of Premises. Landlord warrants and covenants to Tenant that, as of the Improvement Completion Date: (a) Lessor the Building Shell will be constructed in accordance with Landlord’s Plans, as modified pursuant to the terms of the Work Letter; (b) the electrical, plumbing or mechanical systems in the Building (“Building Systems”) shall deliver be new, properly installed and in good working order; (c) the Building Shell as originally constructed pursuant to Landlord’s Plans complied with the American’s with Disabilities Act in effect as of the date of the issuance by the City of San Diego of the building permit for the Building Shell, except for such noncompliance as shall not have a material adverse effect on Tenant’s rights or obligations under this Lease or Tenant’s ability to use the Premises; and (d) there shall be no Hazardous Substances located in, on or about the Building or the Premises, except for such Hazardous Substances brought on the Premises or Project by Tenant pursuant to Lessee clean and free the provision of debris on Lease commencement date (unless Lessee is already in possession) and Lessor Article 14. Landlord further warrants to Lessee and covenants that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature as of the violationdate of the issuance by the City of San Diego of the building permit for the Building Shell, to promptly, at Lessor's sole cost, rectify such violationLandlord’s Plans complied with all applicable required building codes. Lessee's failure to give such written notice to Lessor Tenant shall notify Landlord within thirty (30) days after Tenant becomes aware of any breach of the Lease commencement date foregoing warranty and covenant; provided, however, Tenant shall cause have no recourse against Landlord for any breach of the conclusive presumption foregoing warranty and covenant that Lessor has complied with all could have been discovered by a visual inspection of Lessor's obligations hereunderthe Premises and the public spaces located within the Building unless Tenant notifies Landlord of such breach within one hundred twenty (120) days after the Improvement Completion Date. The warranty contained With respect to the covenants and warranties in this paragraph 6.3(a) Section 1.07, Landlord shall be of no force repair or effect if prior to replace the date of this Lease, Lessee was the owner or occupant defective elements of the Premises. Building Shell or Building Systems at its own cost and not as an Operating Expense within thirty (b30) days after Landlord receives notice of such defect from Tenant; provided, however, if by the nature of such correction more than thirty (30) days is required to effect such correction, Landlord shall not be in default hereunder if such correction is commenced within such thirty (30) days period and is diligently pursued to completion. So long as Landlord satisfies the covenant set forth in the preceding sentence, Tenant shall have no other remedy for the failure of the covenants and warranties set forth in this Section 1.07. Except as otherwise provided set forth in this LeaseSection 1.07, Lessee Landlord makes no representations and warranties regarding the condition of the improvements in the Premises or their fitness for Tenant’s intended use. Landlord shall have no obligation to make any other improvements to the Premises and, to the maximum extent permitted by law, Tenant hereby accepts agrees to accept the Premises in their condition existing “as-is” condition. The foregoing provisions of this Section 1.07 shall not be deemed to diminish Landlord’s obligations to construct Landlord’s Work and Tenant’s Improvement Work as of provided in the Lease commencement date Work Letter or Landlord’s obligations to repair or restore the date that Lessee takes possession of Project, including the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts as provided elsewhere in this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessLease.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) Commencement Date with the shell building completed and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises such building shall be in good operating condition on the Lease commencement dateCommencement Date, that it was built in accordance with the approved plans therefor, and in a workmanlike manner. In all other respects, the event that Premises shall be delivered to Lessee in an "as is" condition. Notwithstanding the foregoing, it is determined understood that this warranty has been violated, then it Lessee may occupy the Premises as successor-in-interest to IDEC with respect to certain improvements made and fixtures added by IDEC on and to the Premises. Lessee shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior entitled to the date use and benefit of this Lease, Lessee was all such improvements and fixtures remaining on the owner or occupant Premises upon IDEC's termination of the Premisesoccupancy. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises "as is" in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlierCommencement Date, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations laws governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached heretothereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business. (c) Within thirty (30) days following the date on which this Lease is executed by Lessor and Lessee, Lessor shall cause an environmental consultant reasonably acceptable to Lessee to make an inspection of the Premises for purposes of determining whether there are any hazardous or toxic materials (as defined in Article VII) being used or which have been used on the Premises in violation of any applicable law or ordinances or which, if so used by Lessee, would place Lessee in breach of Article VII of this

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure Less▇▇'▇ ▇ailure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph Paragraph 6.3(a) shall be of no force or effect if if, prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. Except for the 30 days warranty period noted above, Lessee, by taking possession of the Premises, shall be deemed to have accepted the Premises in their condition on the date of Less▇▇'▇ ▇ossession, as being in good and sanitary order, condition and repair, and to have agreed that Lessor has completed all of the Lessor's work to be performed prior to the commencement of the Lease term under Paragraph 3.2(b). (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges Less▇▇ ▇▇▇nowledges that neither Lessor nor Lessor's agent Less▇▇'▇ ▇gent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's businessLess▇▇'▇ ▇usiness. 7. MAINTENANCE, REPAIRS,

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, . at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, . county and state stale laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises other than constructed by Lessee shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business. (c) See Sec. 6.3

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of the Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants warrant to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting selling forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. , Lessee's failure to give such written notice to Lessor within thirty one hundred-eighty (30180) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises.: (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris and in a safe condition on the Lease commencement date (unless Lessee is already in possession) Commencement Date, and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heatingmechanical systems, and loading doors doors, in and on the Premises Premises, shall be in good new, or operating condition on the Lease commencement dateOccupancy Date. In the event that If it is determined that this the warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee Lessee, setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within 60 days after the Lease Commencement Date, or within thirty (30) days after the Lease commencement date occupancy by Tenant of an expansion phase(s), shall cause create the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunderunder this Subparagraph 6.3 (a) By reason of the Premises being a newly constructed building, or as applicable to expansion phase(s), Lessee shall have the benefit of any continuing warranties with respect to equipment, and a one year warranty with respect to all new construction. The warranty contained Lessor shall provide Lessee, within 30 days of commencement date, a list of subcontractors, suppliers, and related warranties thereto in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premiseseffect. (b) Except as otherwise provided in this Lease, and subject to Lessor's Warranties set forth in 6.2(a), 6.3(a), and 7.1, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date Commencement Date, or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state lawsState Laws, ordinances and regulations governing and regulating the use of the Premises, Premises and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto, provided, however, that Lessor does hereby expressly warrant that there will be no violations of any such matters on such Lease Commencement Date. If, subsequent to occupancy, Lessee acknowledges discovers that neither Lessor nor Lessor's agent a violation of any such matter has made any representation or warranty as to occurred, and that such violation was in existence at the present or future suitability date of the Premises for commencement of the conduct occupancy of Lessee's businessthe Premises, then such violation shall be cured at the sole cost and expense of Lessor. Written notice of any such violation shall be given by Lessee to Lessor within 10 days after obtaining knowledge of such violation.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee 6.01 Tenant hereby accepts the Premises in their condition existing its “as- is” and “where-is” condition, with any and all faults, as it is in at the beginning of the Lease commencement date this Agreement. ▇▇▇▇▇▇▇▇ makes no expressed or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or implied warranty as to the present or future suitability condition of the Premises and/or whether the Premises is habitable or fit for any particular use or purpose. The Landlord expressly refuses to extend and specifically denies any implied warranty as to the condition to the Premises or any of the structures. With regard to the condition of the Premises at the time of return of same to the Landlord, the Tenant’s obligation is to return the property to the Landlord in the same condition as the same existed at the time of transfer of possession from the Landlord. 6.02 Landlord and ▇▇▇▇▇▇ further agree that the Tenant shall be solely responsible for obtaining, securing and/or maintaining any and all permits and licenses, including, but not limited to, building permit(s) and occupancy license(s). ▇▇▇▇▇▇ agrees to be solely responsible for the conduct cost to obtain any type of Lessee's businesspermit(s) and/or license(s). 6.03 The parties hereby expressly acknowledge and agree that Tenant shall not occupy or otherwise utilize any portion of the Premises where a particular permit or license is necessary for any use or operation when Tenant does not have such permit or license for any reason whatsoever, and Tenant shall refrain from such use and/or operation unless and until the Tenant has secured, in hand, the appropriate permit(s) and/or license(s) which authorize and warrant the use of such portion or area(s) of the Premises as contemplated under this Agreement, and Tenant has also has fully complied, also at its sole cost and expense, with any and all law, rules, codes and regulations. 6.04 Tenant acknowledges and agrees that the Premises is in need of repair and maintenance, and accepts full responsibility to repair and maintain improvements made by the Tenant to the Premises, including, but not limited to, complying with the American with Disabilities Act.

Condition of Premises. (a) Lessor shall deliver The Premises are subleased to Subtenant upon and subject to the Premises to Lessee clean terms and free of debris conditions herein set forth, in their “as-is” condition existing on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this LeaseAgreement, Lessee was without requiring any alterations, improvements, repairs or decorations to be made by Sublandlord, or at Sublandlord’s expense, at the owner or occupant time possession is given to Subtenant, except as set forth in Section 12 of this Agreement. Notwithstanding the foregoing, Sublandlord and Sublandlord’s sole cost and expense, shall demise the Premises from the 48th floor of the Premises. Building by installing a temporary enclosure in accordance with the plans attached hereto as Exhibit D (b) Except as otherwise provided in the “Stairs Enclosure”), which will remain during the entire term of this Lease, Lessee hereby accepts the Premises in their condition existing as Agreement. As part of the Lease commencement date or Stairs Enclosure, Sublandlord will match existing finishes within the date Premises. Subtenant hereby acknowledges and agrees that Lessee the Stair Enclosure work may proceed after it takes possession of the Premises, whichever is earlier, subject and that such work may be conducted during normal business hours. While Sublandlord shall take commercially reasonable measures to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use mitigate any disruption in Subtenant’s operations or construction of the PremisesImprovements by Tenant, and Sublandlord shall not be in default of this Agreement, nor shall any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and delays caused by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability completion of the Premises for Stair Enclosure work affect any of Tenant’s obligations hereunder; provided, however, if the conduct Stairs Enclosure is not completed in accordance with the plans attached hereto as Exhibit D on or before thirty (30) days following the Sublease Commencement Date (as defined below), Subtenant shall have the right, after at least five (5) days written notice to Sublandlord, to complete the Stairs Enclosure and deduct the actual cost of Lessee's businesssuch work from future Rent payable by Subtenant. Notwithstanding the foregoing Sublandlord’s architect shall provide a design and pricing plan to create a reception area with elevator identity within the Premises. Sublandlord shall pay the cost and expense of the original plan and one revision thereto, with any further revisions thereto being taken out of the Improvement Allowance (hereinafter defined).

Condition of Premises. The City of Orlando (athe “City”) Lessor shall deliver is the owner in fee simple of the Premises, and the Authority presently operates the Premises under an Amended and Restated Operation and Use Agreement with the City dated August 31, 2015, as may be amended from time to Lessee clean time (such Operation and free of debris on Lease commencement date (unless Lessee Use Agreement, as amended, is already in possession) hereinafter the “Operation and Lessor further Use Agreement”). Pursuant to the Operation and Use Agreement, the Authority warrants to Lessee that the plumbing, lighting, air conditioning, heating, Authority has the full power and loading doors in the Premises shall be in good operating condition on the authority to enter into this Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's and perform its obligations hereunder. The warranty contained Upon ▇▇▇▇▇▇’s issuance of a Notice to Proceed under the Due Diligence Access Agreement, ▇▇▇▇▇▇ accepts the FBO Premises in this paragraph 6.3(a) shall be of no force or effect if prior its “AS-IS, WHERE IS” condition and agrees that the FBO Premises are suitable for ▇▇▇▇▇▇’s use as described herein subject to the date Authority’s performance of its obligations under this Lease, . Lessee was acknowledges that Authority has made no representations or warranties relating to the owner or occupant suitability of the Premises. (b) Except Premises for any particular use except as otherwise provided herein, and unless otherwise expressly provided in this Lease, Authority shall have no obligation whatsoever to repair, maintain, renovate or otherwise incur any cost or expense with respect to the Premises. Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date shall not permit any unlawful nuisance or the date that Lessee takes possession of waste on the Premises, whichever is earlierexcept for (i) reasonable wear and tear, subject (ii) loss by fire or other casualty, or (iii) loss by condemnation. ▇▇▇▇▇▇ agrees to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating surrender the use of the FBO Premises, and any covenants or restrictions portions thereof, upon the expiration, or earlier termination of recordthis Lease, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as in a condition substantially similar to the present or future suitability condition of the Premises at the expiration of the Construction Period Term, except for the conduct of (i) reasonable wear and tear, (ii) loss by fire or other casualty, or (iii) loss by condemnation. Lessee agrees that, except as otherwise expressly provided herein, all Improvements, infrastructure, trade fixtures, furnishings, equipment and Lessee's businessother personal property of every kind or description which may at any time be on the FBO Premises shall be at Lessee's sole risk, or at the sole risk of those claiming under Lessee, and Authority shall not be liable for any damage to said property or loss suffered by the business of Lessee caused by water (excluding an Environmental Problem) from any source whatsoever or from the bursting, overflowing or leaking of sewer or steam pipes or from the heating or plumbing fixtures or from electric wires or from noise, gas or odors or caused in any other manner whatsoever, provided such damage is not the result of Authority's gross negligence or willful misconduct. Provided, however, that in such an event Authority shall exercise reasonable diligence to restore any services or utilities so interrupted, curtailed, stopped, or suspended.

Condition of Premises. Tenant agrees that Tenant is familiar with the condition of the Premises, and Tenant hereby accepts the foregoing on an "AS-IS," "WHERE-IS" basis, subject to the obligation of Landlord to complete the Work Items (hereinafter defined). Tenant acknowledges that neither Landlord nor Agent nor any representative of Landlord has made any representation as to the condition of the foregoing or the suitability of the foregoing for Tenant's intended use. Tenant represents and warrants that Tenant has made its own inspection of the foregoing. Neither Landlord nor Agent shall be obligated to make any repairs, replacements or improvements (whether structural or otherwise) of any kind or nature to the foregoing in connection with, or in consideration of, this Lease, except (a) Lessor as set forth in SECTION 3.1, SECTION 13.2, AND SECTION 18 and (b) with respect to all (if any) repairs and improvements expressly and specifically described in EXHIBIT "B" attached hereto ("WORK ITEMS"). Landlord shall deliver complete the Premises to Lessee clean Work Items in a good and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the workmanlike manner. The Premises shall be in good operating condition on deemed ready for occupancy by Tenant when (a) the Lease commencement date. In Township of Uwchlan, Pennsylvania has issued a certificate of occupancy for the event that it is determined that this warranty has Premises, and (b) the Work Items have been violated, then it completed except for such items of finishing and construction of such nature which are not necessary to make the Premises reasonably tenantable for Tenant's use; Landlord shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor complete any incomplete items within thirty (30) days after the Lease commencement date shall Commencement Date Landlord agrees to make reasonable efforts to enforce, or cause Agent to enforce, upon Tenant's request, all manufacturer's or contractor's warranties, if any, issued in connection with any of the conclusive presumption that Lessor has complied with all Work Items. If the cost of Lessorthe Work Items exceeds Fifty-Six Thousand Dollars ($56,000.00), Landlord shall, prior to incurring such additional expense, contact Tenant and request Tenant's obligations hereunderconsent to such additional expense. The warranty contained in this paragraph 6.3(a) If Tenant does not respond within 24 hours of Landlord's request, such request for additional cost shall be of no force or effect if prior deemed approved. If Tenant agrees to the date additional expense, Tenant shall pay such excess to Landlord within fifteen (15) days after the presentation by Landlord to Tenant of this Lease, Lessee was the owner or occupant of the Premisesinvoices therefor. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a6.3.(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's ’s sole cost, rectify such violation. Lessee's ’s failure to give such written notice to Lessor within thirty (30) 30 days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's ’s obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the an owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's ’s agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's ’s business.

Condition of Premises. (a) Lessor shall deliver Prior to delivering the Premises to Lessee Tenant, Landlord, at Landlord’s sole cost and expense, shall perform the work described in Schedule 5.1 attached hereto in the Premises (collectively, the “Initial Work”). The date on which the Initial Work has been substantially completed except for minor items of work which can be completed after occupancy of the Premises has been taken by Tenant without material interference with Tenant’s use and occupancy of the Premises (i.e. so-called “punch list” items) and Tenant has been given notice thereof shall be referred to herein as the “Substantial Completion Date”. Landlord shall complete all “punch list” items within a reasonable time after the date of such notice to Tenant, and Tenant shall afford Landlord access to the Premises for such limited purposes. Except for the Initial Work and without in anyway derogating from or limiting the Landlord’s ongoing repair and maintenance obligations under this Lease, the Premises are being leased by Tenant in their condition as of the delivery date, “As Is,” without representation or warranty by Landlord. Landlord shall deliver possession of the Premises to Tenant, broom clean and free of personal property, furnishings and construction debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee upon the Substantial Completion Date. Tenant acknowledges that the plumbing, lighting, air conditioning, heating, and loading doors in it has inspected the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature and Common Facilities of the violationBuilding and, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises except for the conduct of Lessee's businessInitial Work, has found the same satisfactory.

Condition of Premises. (a) Lessor shall deliver the Premises to Lessee clean and free of debris on Lease commencement date (unless Lessee is already in possession) and Lessor further warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost, rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of no force or effect if it prior to the date of this Lease, Lessee was the owner or occupant of the Premises. (b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, . and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.