Common use of USE AND MAINTENANCE Clause in Contracts

USE AND MAINTENANCE. Lessee will use the Equipment with due care and only for the purpose for which it is intended. Lessee will, by qualified personnel, use, maintain, repair, modify (to the extent permitted or required herein) in accordance with prudent practices (but in no event less than the same extent to which Lessee maintains other similar equipment owned or leased by it) and for the purpose for which such Equipment was designed, in compliance with insurance policies, manufacturer's specified maintenance programs, warranties and applicable laws, and shall keep the Equipment in as good repair, condition, appearance and good operating order as when originally received by Lessee, ordinary wear and tear excepted, and will furnish all required labor, repairs, replacements and parts of the Equipment as may from time to time become worn out, lost, stolen, destroyed or damaged or unfit for use, all at its sole expense. Lessee shall enter into and maintain in force, for the term of each Lease (after the expiration of any applicable manufacturer’s warranty), a maintenance contract with the manufacturer of the Equipment or with a service organization satisfactory to Lessor and provide Lessor with a copy of such contract and all supplements thereto upon Lessor’s request. Lessee shall take all actions necessary to cause the Equipment to remain eligible for any maintenance program of the manufacturer, including the purchase of all replacements, upgrades and enhancements relating to the Equipment and the software used on, embedded in or with the Equipment, that are required by the manufacturer for such eligibility. Lessee shall, at its expense, make all modifications and improvements to the Equipment required by law. Lessee may, at its sole cost and expense, make any modifications to the Equipment, provided that such modifications (a) are readily removable without causing damage to the Equipment, (b) do not reduce the value, utility, marketability or remaining useful life of the Equipment, and (c) are of a kind that customarily are made by lessees or purchasers of equipment similar to the Equipment. All parts, alterations, additions, attachments, upgrades, modifications and improvements to the Equipment (or any component thereof) shall, when installed or made, automatically and immediately become the property of Lessor and part of the Equipment for all purposes; provided, that any modification not required by law shall if requested by Lessor be removed by Lessee and any damage to the Equipment resulting from such removal and the cost thereof shall be borne by the Lessee and repaired prior to the return of the Equipment to the Lessor. The Equipment shall not be used outside of the United States without Lessor's prior written consent.

USE AND MAINTENANCE. Lessee will (A) Landlord hereby represents and warrants to Tenant that as of the Commencement Date, the Equipment is (i) in operating condition, order and repair, subject to ordinary wear and tear, and have been maintained in accordance with reasonable business practices, consistently applied and in accordance with the terms of all warranties and guarantees, (ii) capable of being used in the business as presently being conducted without present need for repair or replacement except in the ordinary course of the business, (iii) conforms, to the best knowledge of Landlord, in all material respects with all applicable legal requirements, and (iv) in the aggregate provides the capacity to enable Landlord to engage in commercial operation in the business on a continuous basis (subject to normal maintenance and repair outages in the ordinary course). Landlord further warrants and represents that all manufacturer's, vendor's, or dealer's warranties and guarantees applicable to the Equipment are described on Exhibit B-1 attached hereto and made a part hereof (the "Warranties") and that all such Warranties are in full force and effect as of the Effective Date of this Lease. (B) During the term of this Lease, Tenant shall use the Equipment with due care in the conduct of Tenant's business and only for the purpose for which it is intended. Lessee will, by qualified personnel, use, maintain, repair, modify (to the extent permitted or required herein) in accordance with prudent practices (but in no event less than the same extent to which Lessee maintains other similar equipment owned or leased by it) and for the purpose for which such Equipment was designed, in compliance with insurance policiesall Applicable Laws. (C) Subject to the provisions of subparagraph (D) below Tenant, manufacturer's specified maintenance programsat its expense, warranties will repair and applicable laws, and shall keep maintain the Equipment in as good repair, condition, appearance and good operating order as when originally the condition received by Lesseefrom Landlord, ordinary wear and tear and damage by casualty and condemnation excepted. (D) In the event that during the term of this Lease the Equipment, and will furnish all required laboror any portion thereof, repairsshall become obsolete, replacements and parts inoperable, unusable, unfit for use or out of repair, or should Tenant otherwise desire to replace any portion of the Equipment, Tenant may relinquish such portion of the Equipment as may from time to time become worn outLandlord, lost, stolen, destroyed or damaged or unfit for use, all making the same available to Landlord at the Real Property. In such event Tenant shall give Landlord written notice of its sole expense. Lessee shall enter into and maintain in force, for the term of each Lease (after the expiration of any applicable manufacturer’s warranty), a maintenance contract with the manufacturer intention to replace such portion of the Equipment or with and thereafter Landlord shall have a service organization satisfactory period of fifteen (15) days within which to Lessor and provide Lessor with a copy of such contract and all supplements thereto upon Lessor’s request. Lessee shall take all actions necessary to cause remove the Equipment to remain eligible for any maintenance program of same from the manufacturer, including the purchase of all replacements, upgrades and enhancements relating to the Equipment and the software used on, embedded in or with the Equipment, that are required by the manufacturer for such eligibility. Lessee shall, at its expense, make all modifications and improvements to the Equipment required by law. Lessee mayReal Property, at its sole cost and expense. In the event Landlord fails to reclaim and remove the Equipment within such fifteen (15) day period, make Landlord shall be deemed to have abandoned the same and thereafter Tenant shall be free to dispose of such Equipment as Tenant chooses without any modifications obligation or liability to account to Landlord therefore, except as provided in subsection (E) below. In the event Tenant elects to replace any Equipment or in any event install other items of personal property on or about the Real Property for use in connection with Tenant's business thereon (the "Tenant's Equipment"), Landlord, within five (5) days of the request therefor from Tenant, will execute such affidavits, confirmations, agreements, financing statements or other documents to disclaim any ownership or security interest in Tenant's Equipment. Should Landlord fail or refuse to execute any such confirmation, affidavit, agreement, financing statement or document with respect to the Tenant's Equipment, following the request by Tenant, Tenant is hereby appointed attorney in fact, and granted the power of attorney for Landlord, for the purpose of executing the same. (E) Upon the expiration of the Initial Term and all applicable Renewal Terms of this Lease, and provided the Option (as defined in Section 20 hereof) has not been executed, Tenant shall relinquish to Landlord at the Premises the right to possession and use of the remaining Equipment originally leased hereunder from to Landlord to Tenant, plus any replacement equipment installed by Tenant, such remaining Equipment to then be in substantially the same condition as of the Effective Date, ordinary wear, tear and obsolescence and damage by casualty and condemnation excepted, and Tenant shall leave the Premises as a completely operational facility; provided that Tenant shall have the right to remove any Equipment bearing its marks so long as such modifications (a) items are readily removable without causing damage to replaced by Tenant so that the Equipment, (b) do not reduce the value, utility, marketability or remaining useful life of the Equipment, and (c) are of a kind that customarily are made by lessees or purchasers of equipment similar to the Equipment. All parts, alterations, additions, attachments, upgrades, modifications and improvements to the Equipment (or any component thereof) shall, when installed or made, automatically and immediately become the property of Lessor and part of the Equipment for all purposes; provided, that any modification not required by law shall if requested by Lessor be removed by Lessee and any damage to the Equipment resulting from such removal and the cost thereof shall be borne by the Lessee and repaired prior to the return of the Equipment to the Lessor. The Equipment shall not be used outside of the United States without Lessor's prior written consentPremises remain operational.

USE AND MAINTENANCE. Lessee (A) Tenant acknowledges and agrees that Tenant has, or upon the Commencement Date, will have, inspected the Equipment and as a result of such inspection, Tenant acknowledges that the same (i) is in operating condition, order and repair in accordance with reasonable business practices, consistently applied and in accordance with the terms of all warranties and guarantees, (ii) is capable of being used in the Tenant’s business without present need for repair or replacement, (iii) conforms in all material respects with all applicable legal requirements, (iv) conforms with the requirements of the Construction Contract, and (v) in the aggregate provides the capacity to enable Tenant to engage in commercial operation in the Tenant’s business on a continuous basis (subject to normal maintenance and repair outages in the ordinary course). (B) During the Term of this Lease, Tenant shall use the Equipment with due care in the conduct of Tenant’s business and only for the purpose for which it is intended. Lessee will, by qualified personnel, use, maintain, repair, modify (to the extent permitted or required herein) in accordance with prudent practices (but in no event less than the same extent to which Lessee maintains other similar equipment owned or leased by it) and for the purpose for which such Equipment was designed, in compliance with insurance policies, manufacturer's specified maintenance programs, warranties and all applicable laws. (C) Subject to the provisions of subparagraph (D) below Tenant, at its expense, will repair and shall keep maintain the Equipment in as good repair, condition, appearance and good operating order as when originally received by Lessee, ordinary wear and tear and damage by casualty and condemnation excepted, and will furnish all required labor, repairs, replacements and parts of the Equipment as may from time . Landlord shall make available to time become worn out, lost, stolen, destroyed or damaged or unfit for use, all at its sole expense. Lessee shall enter into and maintain in force, for the term of each Lease (after the expiration of Tenant any applicable manufacturer’s warranty), a maintenance contract with the manufacturer of the Equipment or with a service organization satisfactory to Lessor and provide Lessor with a copy of such contract and all supplements thereto upon Lessor’s request. Lessee shall take all actions necessary to cause the Equipment to remain eligible for any maintenance program of the manufacturer, including the purchase of all replacements, upgrades and enhancements warranties relating to the Equipment and Landlord shall reasonably cooperate with Tenant to assure that any warranty claims are timely and adequately made with respect to the software used on, embedded in or with repair and maintenance of the Equipment. (D) In the event that during the Term of this Lease the Equipment, that are required by the manufacturer or any portion thereof, shall become obsolete, inoperable, unusable, unfit for such eligibility. Lessee shalluse or out of repair, at its expense, make all modifications and improvements or should Tenant otherwise desire to the Equipment required by law. Lessee may, at its sole cost and expense, make replace any modifications to the Equipment, provided that such modifications (a) are readily removable without causing damage to the Equipment, (b) do not reduce the value, utility, marketability or remaining useful life portion of the Equipment, Tenant shall do so such that at all times during the Term of this Lease the quantity and quality of the Equipment shall be sufficient for operation of the Tenant’s business substantially as operated on the Commencement Date. Any such Equipment as described in the preceding sentence shall be referred to as the “Replacement Equipment”. Except for the notice hereinafter provided, and provided Tenant replaces such Equipment with Replacement Equipment of at least equal value and of equal usefulness in the operation of the Business and the Premises, subject to the provisions in Section (E) hereof, Tenant shall be free to dispose of such Equipment as Tenant chooses. (E) Upon the expiration of the Initial Term and all applicable Renewal Terms of this Lease, and provided the Option to Purchase (as defined in Section 21 hereof) has not been exercised, Tenant shall relinquish or convey, as applicable to Landlord at the Premises the right to possession and use of the remaining Equipment originally leased hereunder from Landlord to Tenant, plus any Replacement Equipment installed by Tenant, such remaining Equipment and Replacement Equipment to then be in workable condition, ordinary wear, tear and obsolescence and damage by casualty (but only to the extent Landlord receives insurance proceeds therefor) and condemnation excepted, and Tenant shall leave the Premises as an operational facility; provided that: (i)Tenant shall have the right to remove any Equipment bearing its trade or service marks (the “Marks”) so long as such items are replaced by Tenant so that the Premises remain operational, substantially as operated as of the termination date; and (cii) are Tenant shall have the right to remove all of its Tenant’s Equipment and, without any obligation whatsoever to replace any such items of Tenant’s Equipment in or on the Premises. Upon termination of this Lease, Landlord and Tenant shall conduct an inventory of the Equipment and the parties shall make a kind that customarily are made by lessees or purchasers of equipment similar good faith reasonable adjustment for any discrepancies between the Equipment as described on Schedule 1 to the Equipment. All partsFirst Addendum and such final inventory, alterations, additions, attachments, upgrades, modifications and improvements to with Tenant compensating Landlord for the Equipment cost of replacing any missing or damaged items with items of comparable condition. (or any component thereofF) shall, when installed or made, automatically and immediately become the property of Lessor and The Tenant Property is not part of the Equipment for all purposes; providedsubject to this Lease Agreement and Landlord shall have no obligation or duty with regards thereto, that any modification not required by law and shall if requested by Lessor be removed by Lessee and any damage to the Equipment resulting from such removal and the cost thereof shall be borne by the Lessee and repaired prior to the return of the Equipment to the Lessor. The Equipment shall not be used outside of the United States without Lessor's prior written consenthave no ownership right or interest therein.

USE AND MAINTENANCE. Lessee will (A) Tenant acknowledges and agrees that Tenant has inspected the Equipment and as a result of such inspection, Tenant acknowledges that the same (i) is in operating condition, order and repair in accordance with reasonable business practices, consistently applied and in accordance with the terms of all warranties and guarantees, (ii) is capable of being used in the Business without present need for repair or replacement, (iii) conforms in all material respects with all applicable legal requirements, and (iv) in the aggregate provides the capacity to enable Tenant to engage in commercial operation of the Business on a continuous basis (subject to normal maintenance and repair outages in the ordinary course). (B) During the Term of this Lease, Tenant shall use the Equipment with due care in the conduct of the Business and only for the purpose for which it is intended. Lessee will, by qualified personnel, use, maintain, repair, modify (to the extent permitted or required herein) in accordance with prudent practices (but in no event less than the same extent to which Lessee maintains other similar equipment owned or leased by it) and for the purpose for which such Equipment was designed, in compliance with insurance policies, manufacturer's specified maintenance programs, warranties and all applicable laws. (C) Subject to the provisions of subparagraph (D) below Tenant, at its expense, will repair and shall keep maintain the Equipment in as good repair, condition, appearance and good operating order as when originally received by Lessee, ordinary wear and tear and damage by casualty and condemnation excepted, and will furnish all required labor, repairs, replacements and parts of the Equipment as may from time . Landlord shall make available to time become worn out, lost, stolen, destroyed or damaged or unfit for use, all at its sole expense. Lessee shall enter into and maintain in force, for the term of each Lease (after the expiration of Tenant any applicable manufacturer’s warranty), a maintenance contract with the manufacturer of the Equipment or with a service organization satisfactory to Lessor and provide Lessor with a copy of such contract and all supplements thereto upon Lessor’s request. Lessee shall take all actions necessary to cause the Equipment to remain eligible for any maintenance program of the manufacturer, including the purchase of all replacements, upgrades and enhancements warranties relating to the Equipment and Landlord shall reasonably cooperate with Tenant to assure that any warranty claims are timely and adequately made with respect to the software used on, embedded in or with repair and maintenance of the Equipment. (D) In the event that during the Term of this Lease the Equipment, that are required by the manufacturer or any portion thereof, shall become obsolete, inoperable, unusable, unfit for such eligibility. Lessee shalluse or out of repair, at its expense, make all modifications and improvements or should Tenant otherwise desire to the Equipment required by law. Lessee may, at its sole cost and expense, make replace any modifications to the Equipment, provided that such modifications (a) are readily removable without causing damage to the Equipment, (b) do not reduce the value, utility, marketability or remaining useful life portion of the Equipment, Tenant shall do so such that at all times during the Term of this Lease the quantity and (c) are of a kind that customarily are made by lessees or purchasers of equipment similar to the Equipment. All parts, alterations, additions, attachments, upgrades, modifications and improvements to the Equipment (or any component thereof) shall, when installed or made, automatically and immediately become the property of Lessor and part quality of the Equipment shall be sufficient for all purposes; providedoperation of the Business substantially as operated on the Commencement Date. Any such Equipment as described in the preceding sentence shall be referred to as the “Replacement Equipment.” Provided Tenant replaces such Equipment with Replacement Equipment of at least equal value and of equal usefulness in the operation of the Business and the Premises, that any modification not required by law shall if requested by Lessor be removed by Lessee and any damage subject to the Equipment resulting from such removal and the cost thereof provisions in Section (E) hereof, Tenant shall be borne free to dispose of such Equipment as Tenant chooses. (E) Upon the expiration of the Initial Term and all applicable Renewal Terms of this Lease, and provided the Option to Purchase (as defined in Section 21 hereof) has not been exercised, Tenant shall relinquish or convey, as applicable, to Landlord at the Premises the right to possession and use of the remaining Equipment originally leased hereunder from Landlord to Tenant, plus any Replacement Equipment installed by Tenant, such remaining Equipment and Replacement Equipment to then be in workable condition, ordinary wear, tear and obsolescence and damage by casualty and condemnation excepted, and Tenant shall leave the Lessee Premises as an operational facility; provided that: (i)Tenant shall have the right to remove any Equipment bearing its trade or service marks (the “Marks”) so long as such items are replaced by Tenant with similar items of Equipment of at least equal value and repaired prior of equal usefulness in the operation of the Business and so that the Premises remain operational, substantially as operated as of the termination date; and (ii) Tenant shall have the right to the return remove all of its own equipment and inventory. Upon termination of this Lease Landlord and Tenant shall conduct an inventory of the Equipment to and the Lessor. The parties shall make a good faith reasonable adjustment for any discrepancies between the Equipment shall not be used outside as described on Exhibit B and such final inventory, with Tenant compensating Landlord for the cost of the United States without Lessor's prior written consentreplacing any missing or damaged items with items of comparable condition.