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foundation and roof)regardless of whether such structural components are located in whole or in <br /> part within Parcel 2 and the sidewalks and landscaping adjacent to the Garage, and(ii)the Owner <br /> of Parcel 2 shall be responsible for maintenance,repair, and replacement of the following <br /> improvements within Parcel 2: Interior surfaces of structural walls and interior surfaces of <br /> ceilings, all portions of non-structural walls, floor coverings (but not foundation), all Utility <br /> Facilities serving Parcel 2, repair and replacement of interior finishes, all interior improvements, <br /> all equipment affixed to interior finishes and non-structural walls and floors and ceilings, <br /> dropped ceilings, all windows and the adjustable solar louvers in the exterior canopy. <br /> Notwithstanding the foregoing, no Owner without the prior written consent of the other Owner, <br /> shall alter or improve (or permit any Parcel User to alter or improve) all or any portion of the <br /> Owner's Parcel in any manner that may compromise, or adversely impact or affect the other <br /> Parcel or any easements granted in this Agreement for the benefit of the Owner of the other <br /> Parcel. <br /> 4.2 Exterior Maintenance. Each Owner agrees to maintain, as needed and at its sole <br /> cost and expense,the exterior of the improvements on its Parcel in a clean, graffiti free, visually <br /> attractive, safe and sanitary condition, all consistent with the standards of a first class project, <br /> however, as to the Parcel 2 Owner the foregoing shall not apply to the repair or replacement of <br /> any improvements that are the responsibility of the City under Section 4.1 above. The Owners <br /> shall each have the right to bring an enforcement action to bring the defaulting Owner into <br /> compliance with the requirements of this Section. The Owner of Parcel 2 agrees for itself and its <br /> successors in interest that if the improvements located on Parcel 2 are completely or partially <br /> unoccupied, it shall nonetheless: (i)maintain the windows in a clean condition,removing any <br /> graffiti or etching promptly and cleaning the windows regularly; (ii)not board up or cover the <br /> windows of the improvements located on Parcel 2; and(iii)regularly inspect such improvements <br /> and take such steps as are reasonably needed to keep the improvements from becoming an <br /> eyesore or a target for vandalism or squatters. Except as otherwise provided in Section 8,the <br /> Owner of Parcel 2 shall not modify or alter the exterior appearance of the Parcel 2 improvements <br /> without City's prior written consent. <br /> 4.3 Standards. Each Owner at its own cost and expense shall keep,maintain,repair, <br /> and operate the improvements located on such Owner's Parcel which are the responsibility of <br /> such Owner to maintain pursuant to Section 4.1 or 4.2 above, whether occupied or unoccupied, <br /> in compliance with all applicable Laws and in good and clean order, operation, condition, and <br /> repair in conformity with first-class standards, in such a manner as to establish, maintain, and <br /> present, at all times,the appearance of a clean,well-painted,well-managed, and attractive <br /> property. In addition, the Owner of Parcel 2 agrees to refrain from storing boxes, files, <br /> equipment, etc. that is visible from the exterior windows. In addition,the ceiling of Parcel 2 <br /> shall not be penetrated or pierced (except by heating, air conditioners and other penetrations <br /> initially installed by the City in accordance with the City Plans)nor shall there be any other <br /> modification of improvements within Parcel 1 that would materially increase the transmission of <br /> sound or vibration into any Parcel 2. <br /> 4.4 Failure to Maintain. If any Owner(the"Failing Owner") fails to maintain such <br /> Owner's Parcel in accordance with this Agreement the other Owner may deliver to Failing <br /> Owner written notice of such failure, which written notice shall describe in detail the failure and <br /> 4/23/13 7 <br />