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of the maintenance, use or occupancy thereof (Lessee may satisfy any portion of this requirement
<br />with umbrella liability coverage); (ii) Insurance covering any and all improvements, including
<br />Lessee’s furniture, fixtures and equipment and any Alterations permitted hereunder, and all
<br />personal property, in an amount not less than their full replacement cost providing protection
<br />against any peril included within the classification “Special Form” including fire, vandalism and
<br />malicious mischief; (iii) Automobile liability insurance for all motor vehicles operated by or for
<br />Lessee, including owned, hired and non-owned vehicles, with minimum combined single limit
<br />coverage for bodily injury and property damage as reasonably required by Lessor from time to
<br />time, but in no event less than One Million Dollars ($1,000,000.00) for each occurrence, (iv) full
<br />replacement cost plate glass insurance and business interruption insurance in such amount as will
<br />reimburse Lessee for direct or indirect loss of earnings for up to 12 months attributable to all such
<br />perils insured against herein or any other cause, (v) Workers’ Compensation, including
<br />employer’s liability insurance, in compliance with all laws governing worker’s compensation. If
<br />Lessee falls to maintain such insurance, Lessee shall be deemed to have assumed the risk of all
<br />losses which would have been covered by such insurance and Lessor shall have no liability for
<br />any such losses. All of Lessee’s policies of Insurance shall be issued by insurance companies
<br />with general policyholder’s rating of not less than A and a financial rating of not less than Class
<br />A VI as rated in the most current available “Best’s” Insurance Reports and qualified to do
<br />business in the State of California. All policies shall name Lessor, its related or affiliated entities,
<br />parents, subsidiaries, partnerships, joint ventures, limited liability companies, members, trusts and
<br />assigns of every tier (as identified by Lessor), and each of their respective directors, officers,
<br />partners, agents, employees, volunteers, members, managers, trustees, shareholders and any
<br />successors or assigns of the foregoing, as well as Lessor’s management company and if requested
<br />by Lessor, Lessor’s first mortgagee or beneficiary as additional insureds (to the extent Lessor
<br />gives written notice to Lessee of the names and addresses of such parties). Certificates for all
<br />policies shall be delivered to Lessor prior to delivery of possession of the Premises to Lessee, and
<br />thereafter within thirty (30) days prior to the expiration of the term of each such policy. Until
<br />Lessee has delivered to Lessor such certificates of insurance, Lessor shall not be obligated to
<br />deliver keys to the Premises to Lessee, and Lessee shall not be entitled to take occupancy of the
<br />Premises notwithstanding the fact the Term of the Lease and Lessee’s obligation to pay rent
<br />hereunder may have already commenced. All policies of insurance must contain a provision that
<br />Lessor will receive thirty (30) days’ advanced written notice of any cancellation, lapse or
<br />reduction in the amounts of insurance. All public liability, property damage and other casualty
<br />policies shall be written as primary policies, not contributing with or in excess of coverage which
<br />Lessor may carry. All of Lessee’s insurance policies shall contain the following provisions:
<br />severability of interest, cross liability, and contingent liability and builder’s risk, with respect to
<br />improvements and alterations required or permitted to be made by Lessee under this Lease. The
<br />limits of said insurance shall not, however, limit the liability of Lessee hereunder. If Lessee fails
<br />to maintain or procure such insurance, Lessor shall have the right, but not the obligation, to
<br />procure and maintain the same, at Lessee’s sole cost and expense. Lessee and Lessor each hereby
<br />waive any and all rights of recovery against the other, or against the officers, employees, agents
<br />and representatives of the other, for loss of or damage to such waiving party or its property or the
<br />property of others under its control to the extent that such loss or damage is insured against under
<br />any insurance policy required to be carried under this Lease. Each party shall, upon obtaining the
<br />policies of insurance required hereunder, give notice to the insurance carrier or carriers that the
<br />foregoing mutual waiver of subrogation is contained in this Lease, and shall obtain any special
<br />endorsements required at the insuring party’s cost, if any. The parties agree in the event of any
<br />damage to Lessee, the Premises, Lessee’s property, and/or any loss to Lessee’s employees or
<br />invitees each shall resort to insurance coverage prior to asserting any claim or demand against the
<br />other or its assets. Nothing in this Section shall be deemed to constitute a waiver by the
<br />12926447.1
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