{"id":41714,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/303-bryant-street-mountain-view-ca-lease-bryant-street.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"303-bryant-street-mountain-view-ca-lease-bryant-street","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/land\/303-bryant-street-mountain-view-ca-lease-bryant-street.html","title":{"rendered":"303 Bryant Street (Mountain View, CA) Lease – Bryant Street Associates LLC and PayPal Inc."},"content":{"rendered":"
BASIC LEASE INFORMATION  <\/b><\/p>\n\n\n<\/pre>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
LEASE DATE:<\/td>\n <\/td>\nAugust 15, 2001<\/td>\n<\/tr>\n
\nTENANT:<\/td>\n <\/td>\n\nPayPal, Inc., a Delaware corporation<\/td>\n<\/tr>\n
\nTENANT’S ADDRESS:<\/td>\n <\/td>\n\nUntil the Term Commencement Date:<\/td>\n<\/tr>\n
\n <\/td>\n <\/td>\n\n1840 Embarcadero Road
\nPalo Alto, CA 94303
\nPhone: (650) 251-1100
\nFax: (650)251-1101\n<\/td>\n<\/tr>\n
\n <\/td>\n <\/td>\n\nAfter the Term Commencement Date:\n<\/td>\n<\/tr>\n
\n <\/td>\n <\/td>\n\n303 Bryant Street
\nMountain View, CA 94039<\/td>\n<\/tr>\n
\nLANDLORD:<\/td>\n <\/td>\n\nBRYANT STREET ASSOCIATES, LLC, a California limited liability company<\/td>\n<\/tr>\n
\nLANDLORD’S ADDRESS:<\/td>\n <\/td>\n\n3197 Park Boulevard
\nPalo Alto, CA 94306
\nPhone: (650) 849-9900
\nFax: (650)849-9924
\nAttention: Dan Cunningham<\/td>\n<\/tr>\n
\nBUILDING:<\/td>\n <\/td>\n\nA three (3) story building (the “Building<\/b>“) totaling approximately 56,030 square feet and a two (2) level below grade parking lot located on approximately .43 acres of land known as 303 Bryant Street,
\nMountain View, California 94039 which legal description is contained herein in Exhibit A-1<\/i>.<\/td>\n<\/tr>\n
\nPREMISES:<\/td>\n <\/td>\n\nApproximately 50,210 square feet of the Building to be known as 303 Bryant Street, Mt. View, California 94039 as shown herein in Exhibit A-2<\/i>, comprised of all of the first floor except for the
\nretail space, all of the second and third floors of the Building, and all of the two (2) level below grade parking lot.<\/td>\n<\/tr>\n
\nPERMITTED USE:<\/td>\n <\/td>\n\nGeneral Office, Research and Development, and other related legal uses.<\/td>\n<\/tr>\n
\nPARKING STALLS:<\/td>\n <\/td>\n\nAll below grade parking consisting of approximately Ninety-One (91) parking stalls under the Building.<\/td>\n<\/tr>\n
\nTERM COMMENCEMENT DATE:<\/td>\n <\/td>\n\nJanuary 1, 2002<\/td>\n<\/tr>\n
\nLENGTH OF TERM:<\/td>\n <\/td>\n\nOne Hundred Twenty-six (126) months<\/td>\n<\/tr>\n<\/table>\n
1<\/p>\n
\n\n\n\n
\nRENT:<\/td>\n <\/td>\n\n <\/td>\n<\/tr>\n
      Base Rent<\/td>\n <\/td>\n <\/td>\n<\/tr>\n<\/table>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
<\/th>\n <\/th>\nMonths of Term<\/b><\/p>\n
<\/th>\n		 <\/th>\nRent Per Rentable Square Foot<\/b><\/p>\n
<\/th>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 1-6<\/td>\n <\/td>\n$<\/td>\n1.75 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 7-12<\/td>\n <\/td>\n$<\/td>\n3.50 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 13-24<\/td>\n <\/td>\n$<\/td>\n3.90 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 25-36<\/td>\n <\/td>\n$<\/td>\n4.06 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 37-48<\/td>\n <\/td>\n$<\/td>\n4.22 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 49-60<\/td>\n <\/td>\n$<\/td>\n4.39 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 61-72<\/td>\n <\/td>\n$<\/td>\n4.56 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 73-84<\/td>\n <\/td>\n$<\/td>\n4.74 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 85-96<\/td>\n <\/td>\n$<\/td>\n4.93 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 97-108<\/td>\n <\/td>\n$<\/td>\n5.13 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 109-120<\/td>\n <\/td>\n$<\/td>\n5.34 psf per month<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nMonths 121-126<\/td>\n <\/td>\n$<\/td>\n5.55 psf per month<\/td>\n<\/tr>\n<\/table>\n\n\n\n\n
\nEstimated First Year Basic Operating Cost<\/td>\n <\/td>\n\n$.60 psf per month, rentable.<\/td>\n<\/tr>\n
\nSECURITY DEPOSIT:<\/td>\n <\/td>\n\nLetter of Credit equal to One Million Two Hundred Eighty Thousand Three Hundred Fifty-Five and no\/100th<\/sup> Dollars ($1,280,355.00).<\/td>\n<\/tr>\n
\nTENANT’S PROPORTIONATE SHARE:<\/td>\n <\/td>\n\nSubject to change, but based on the total rentable square feet of the Premises divided by the total useable square feet of the Building, estimated as follows:<\/td>\n<\/tr>\n<\/table>\n\n\n\n
\n <\/td>\n <\/td>\n\nOf Premises<\/td>\n <\/td>\n\n100<\/td>\n%<\/td>\n<\/tr>\n
 <\/td>\n <\/td>\nOf Building:<\/td>\n <\/td>\n89.6<\/td>\n%<\/td>\n<\/tr>\n<\/table>\n\n\n
\nBROKER:<\/td>\n <\/td>\n\nCornish & Carey Commercial
\n245 Lytton Avenue, Suite #150
\nPalo Alto, CA 94301<\/td>\n<\/tr>\n<\/table>\n
    The
\nforegoing Basic Lease information is incorporated into and made a part of this Lease. Defined terms in the Lease shall have the meanings ascribed to them in the Basic Lease
\nInformation unless otherwise stated. Each reference in this Lease to any of the Basic Lease Information shall mean the respective information above and shall be construed to incorporate all of the
\nterms provided under the particular Lease paragraph pertaining to such information. In the event of any conflict between the Basic Lease Information and the Lease, the latter shall control. The term
\n“days” as used in this Lease means “calendar days” unless the specific term “business days” is used. <\/p>\n
2<\/p>\n
\n
\n
\n
TABLE OF CONTENTS    
  <\/b><\/p>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
BASIC LEASE INFORMATION<\/td>\n <\/td>\n1<\/td>\n<\/tr>\n
TABLE OF CONTENTS<\/td>\n <\/td>\n3<\/td>\n<\/tr>\n
PREMISES<\/td>\n <\/td>\n5<\/td>\n<\/tr>\n
TERM<\/td>\n <\/td>\n5<\/td>\n<\/tr>\n
POSSESSION<\/td>\n <\/td>\n6<\/td>\n<\/tr>\n
USE<\/td>\n <\/td>\n6<\/td>\n<\/tr>\n
RULES AND REGULATIONS<\/td>\n <\/td>\n8<\/td>\n<\/tr>\n
RENT<\/td>\n <\/td>\n8<\/td>\n<\/tr>\n
BASIC OPERATING COST<\/td>\n <\/td>\n9<\/td>\n<\/tr>\n
INSURANCE AND INDEMNIFICATION<\/td>\n <\/td>\n13<\/td>\n<\/tr>\n
WAIVER OF SUBROGATION<\/td>\n <\/td>\n15<\/td>\n<\/tr>\n
LANDLORD’S REPAIRS AND SERVICES<\/td>\n <\/td>\n15<\/td>\n<\/tr>\n
TENANT’S REPAIRS<\/td>\n <\/td>\n16<\/td>\n<\/tr>\n
ALTERATIONS<\/td>\n <\/td>\n16<\/td>\n<\/tr>\n
SIGNS<\/td>\n <\/td>\n17<\/td>\n<\/tr>\n
INSPECTION\/POSTING NOTICES<\/td>\n <\/td>\n17<\/td>\n<\/tr>\n
UTILITIES<\/td>\n <\/td>\n18<\/td>\n<\/tr>\n
SUBORDINATION<\/td>\n <\/td>\n18<\/td>\n<\/tr>\n
FINANCIAL STATEMENTS<\/td>\n <\/td>\n19<\/td>\n<\/tr>\n
ESTOPPEL CERTIFICATE<\/td>\n <\/td>\n19<\/td>\n<\/tr>\n
SECURITY DEPOSIT<\/td>\n <\/td>\n20<\/td>\n<\/tr>\n
TENANT’S REMEDIES<\/td>\n <\/td>\n20<\/td>\n<\/tr>\n
ASSIGNMENT AND SUBLETTING<\/td>\n <\/td>\n20<\/td>\n<\/tr>\n
AUTHORITY OF PARTIES<\/td>\n <\/td>\n22<\/td>\n<\/tr>\n
CONDEMNATION<\/td>\n <\/td>\n22<\/td>\n<\/tr>\n
CASUALTY DAMAGE<\/td>\n <\/td>\n23<\/td>\n<\/tr>\n
HOLDING OVER<\/td>\n <\/td>\n24<\/td>\n<\/tr>\n
DEFAULT<\/td>\n <\/td>\n25<\/td>\n<\/tr>\n
LIENS<\/td>\n <\/td>\n27<\/td>\n<\/tr>\n
TRANSFERS BY LANDLORD<\/td>\n <\/td>\n27<\/td>\n<\/tr>\n
RIGHT OF LANDLORD TO PERFORM TENANT’S COVENANTS<\/td>\n <\/td>\n27<\/td>\n<\/tr>\n
WAIVER<\/td>\n <\/td>\n28<\/td>\n<\/tr>\n
NOTICES<\/td>\n <\/td>\n28<\/td>\n<\/tr>\n
ATTORNEYS’ FEES<\/td>\n <\/td>\n29<\/td>\n<\/tr>\n
SUCCESSORS AND ASSIGNS<\/td>\n <\/td>\n29<\/td>\n<\/tr>\n
FORCE MAJEURE<\/td>\n <\/td>\n29<\/td>\n<\/tr>\n
BROKERAGE COMMISSION<\/td>\n <\/td>\n29<\/td>\n<\/tr>\n
MISCELLANEOUS<\/td>\n <\/td>\n30<\/td>\n<\/tr>\n
ADDITIONAL PROVISIONS<\/td>\n <\/td>\n31<\/td>\n<\/tr>\n<\/table>\n
Exhibits: <\/p>\n\n\n\n\n\n\n\n
Exhibit A-1<\/td>\n <\/td>\nLegal Description<\/td>\n<\/tr>\n
Exhibit A-2<\/td>\n <\/td>\nPremises<\/td>\n<\/tr>\n
Exhibit B-1<\/td>\n <\/td>\nBuilding Construction<\/td>\n<\/tr>\n
Exhibit B-2<\/td>\n <\/td>\nBuilding Standards<\/td>\n<\/tr>\n
Exhibit B-3<\/td>\n <\/td>\nMoveable Equipment and Trade Fixtures<\/td>\n<\/tr>\n
Exhibit B-4<\/td>\n <\/td>\nPerformance Schedule<\/td>\n<\/tr>\n<\/table>\n
3<\/p>\n
\n\n\n\n\n\n\n
Exhibit C<\/td>\n <\/td>\nLandlord’s Scope of Work<\/td>\n<\/tr>\n
Exhibit D<\/td>\n <\/td>\nTenant Estoppel Certificate<\/td>\n<\/tr>\n
Exhibit E<\/td>\n <\/td>\nRules and Regulations for Tenant’s Contractor<\/td>\n<\/tr>\n
Exhibit F<\/td>\n <\/td>\nDisclosed Hazardous Materials List<\/td>\n<\/tr>\n
Exhibit G<\/td>\n <\/td>\nEstimated First Year Basic Operating Cost<\/td>\n<\/tr>\n<\/table>\n
4<\/p>\n
\n
\n
\n
LEASE    
  <\/b><\/p>\n
    THIS LEASE is made as of this 15th day of August, 2001 (the “Effective Date<\/b>“), by and between BRYANT STREET
\nASSOCIATES, LLC, a California limited liability company, (hereinafter called “Landlord<\/b>“) and PayPal, INC., a Delaware corporation (hereinafter
\ncalled “Tenant<\/b>“). <\/p>\n
PREMISES  <\/b><\/p>\n
    \n
    \n
    1.<\/dt>\n
    Landlord
    \nhereby leases to Tenant, and Tenant leases from Landlord, the Premises, for the Term, at the rental, and upon all of the terms and conditions set forth in this Lease. The
    \nPremises is part of the rentable area of 303 Bryant Street (sometimes referred to herein as the “Building<\/b>“) and is depicted on  Exhibit A-2. <\/i>The
    \nPremises comprises approximately 89.6% percent of the Building. The Building shell, the parking garage, and
    \nlandscaping shall be constructed by Landlord in the manner depicted on Exhibit C <\/i>hereto (“Initial Building
    \nSpecifications<\/b>“). The Initial Building Specifications include, the Building shell, roof, all exterior windows and doors, and Building Core (the “Warm
    \nShell<\/b>“) as defined in Exhibit B-1. <\/i>Landlord agrees to furnish Tenant with an Interior Improvement allowance
    \nof Twenty-Five dollars and no\/100 ($ 25.00) per square foot of rentable area within the Premises as part of the Building Improvements (e.g., $         1,255,250.00 if the rentable
    \narea within the Premises is 50,210 square feet). This allowance shall be considered Landlord’s total monetary contribution with respect to the Interior Improvements, which allowance shall be used for
    \nthe payment of the direct cost of constructing the Interior Improvements as generally described in Exhibit B-1 <\/i>hereto (the  Interior Improvements<\/b>“).
    \nLandlord shall, at Tenant’s sole cost and expense, (providing Landlord meets conditions set forth below in this paragraph)
    \ncontract with Vance Brown, Inc. to construct the Interior Improvements (as defined in Exhibit B-1 <\/i>hereto) for the Premises in
    \nthe manner described in Exhibit B-2 <\/i>hereto (the “Interior Improvements”). Tenant retains the right to have an independent contractor
    \nprovide a detailed competitive bid (of equal scope) for the cost of constructing the interior improvements. If the bid of the independent contractor is 10% below the bid of Vance Brown, Inc.
    \nfor construction of interior improvements the tenant will have the option of using the independent contractor, providing Vance Brown, Inc. will not agree to construct interior improvements for
    \nthe lower price. Tenant shall be responsible for funding any and all improvements relating to the Interior Improvements in excess of those costs that are paid for with Landlord’s allowance as set
    \nforth above. If the total Interior Improvement costs exceed the Landlord’s allowance, Tenant shall pay a proportionate share of each progress payment due to the contractor constructing the Interior
    \nImprovements, which bears the same relationship to the total amount of the progress payment in question as the amount the Tenant is obligated to pay for the cost of constructing the Interior
    \nImprovements. For purposes of illustration only, if the total cost of constructing the interior improvements is $1,300,000.00 then the Tenant’s share thereof would be $44,750.00 (the excess over the
    \nLandlord’s total allowance of $1,255,250.00) or 3.44%
    \nof the total cost. If the first progress payment due the contractor is $100,000 then the Tenant’s share of such progress payment would be $3,400 (or 3.4% of such payment). <\/dd>\n<\/dl>\n<\/ul>\n
    TERM  <\/b><\/p>\n
      \n
      \n
      2.<\/dt>\n
      The
      \nTerm of this Lease (“Term<\/b>“) shall commence on January 1, 2002 (“Term Commencement
      \nDate<\/b>“) and shall continue in full force and effect for the number of months specified as the Length of Term in the Basic Lease Information or until this Lease is terminated or
      \nas otherwise provided herein. In the event the Landlord does not deliver the building, complete with shell and interior improvements in the condition set forth above (so long as Landlord’s Contractor
      \nconstructs tenant improvements on behalf of Tenant and Tenant shall have complied with obligations provided herein including Exhibit B-4 Performance Schedule), the <\/dd>\n<\/dl>\n<\/ul>\n
      5<\/p>\n
      \n
        \n
          \n
          Term
          \nCommencement Date shall be extended until such time as the building is delivered in the condition set forth above. If the Term Commencement Date is a date other than the first day of the calendar
          \nmonth, the Term shall be the number of months of the Length of Term in addition to the remainder of the calendar month following the Term Commencement Date. Within ten (10) days after requested
          \nby Landlord or Tenant, Landlord and Tenant shall execute an amendment to this Lease stating and confirming the Term Commencement Date and Tenant’s acceptance of the Premises. <\/p>\n<\/ul>\n<\/ul>\n
          POSSESSION  <\/b><\/p>\n
            \n
            \n
            3.<\/dt>\n
            Landlord
            \nshall deliver, and Tenant shall accept delivery of and take immediate possession of the Premises, on the earlier of (i) the Early Possession Date (hereinafter
            \ndefined), or (ii) the Term Commencement Date (the “Delivery Date<\/b>“). Landlord and Tenant shall diligently pursue Substantial Completion and
            \ndelivery of the Premises to Tenant, by diligently pursuing compliance with the Performance Schedule set forth on Exhibit B-4 attached hereto. Landlord shall have no liability to
            \nTenant if the Term Commencement Date is delayed as the result of Force Majeure or if caused by a Tenant Delay. Landlord shall permit Tenant, or Tenant’s agents to enter the Premises prior to the Term
            \nCommencement Date (“Early Possession<\/b>“), for the purpose of installing Tenant’s equipment and fixtures and occupying the Premises. The term
            \n“Fixture<\/b>” or “Trade Fixture<\/b>” shall be defined as anything attached in any manner to Landlord’s property.
            \nAll portable, unattached items are Tenant’s property. Tenant and Landlord agree that Tenant does not own any Trade Fixtures to be located on or in the Premises except those items listed in  Exhibit B-3 <\/i>or otherwise agreed to in a separate writing between Landlord and Tenant. Landlord owns all remaining Trade Fixtures. If
            \nTenant takes Early
            \nPossession, from and after the date on which Tenant or its agent first enters the Premises therefor, all of the terms and conditions of this Lease (including, but not limited to, insurance and
            \nindemnity provisions) shall be applicable to Tenant’s occupancy, save and except for the requirement to pay Base Rent. <\/dd>\n<\/dl>\n<\/ul>\n
            USE  <\/b><\/p>\n
              \n
              \n
              4.<\/dt>\n
              A.
              \nGeneral<\/b>. Tenant shall use the Premises for the Permitted Use and for no other use or purpose. Tenant shall control Tenant’s
              \nemployees, agents, customers, visitors, invitees, licensees, contractors, assignees and subtenants (collectively, “Tenant’s Parties<\/b>“). Tenant and
              \nTenant’s Parties shall have exclusive use of the two level underground parking garage. Tenant and Tenant’s Parties shall have the nonexclusive right to use, in common with other parties occupying the
              \nBuilding, the driveways adjacent to the Building and other common areas subject to such rules and regulations not in conflict with this Lease as Landlord may from time to time prescribe. <\/dd>\n<\/dl>\n<\/ul>\n
                \n
                  \n
                  B.
                  \nLimitations<\/b>. Tenant shall not permit any odors, smoke, dust, gas, substances, noise or vibrations to emanate from the Premises, nor take any action
                  \nwhich would constitute a nuisance or would disturb, obstruct or endanger any other tenants of the Building or interfere with their use of their respective premises. Storage outside the Premises of
                  \nmaterials, vehicles or any other items is prohibited, with the exception of outside storage in areas designated and approved in advance and in writing by Landlord. Tenant may be required to provide
                  \nscreening for such outside storage, at the discretion of Landlord. Tenant shall not use or allow the Premises to be used for any improper, immoral, unlawful or objectionable purpose, nor shall Tenant
                  \ncause or maintain or permit any nuisance in, on or about the Premises. Tenant shall not commit or suffer the commission of any waste in, on or about the Premises. Tenant shall not allow any sale by
                  \nauction upon the Premises, or place any loads upon the floors, walls or ceilings that endanger the structure, or place any harmful liquids in the drainage system of the <\/p>\n<\/ul>\n<\/ul>\n
                  6<\/p>\n
                  \n
                    \n
                      \n
                      \nBuilding. No waste, materials, or refuse shall be dumped upon or permitted to remain outside the Building except in trash containers placed inside exterior enclosures designated for that purpose by
                      \nLandlord. Landlord shall not be responsible to Tenant for the non-compliance by any other tenant or occupant of the Building with any of the above-referenced rules or any other terms or
                      \nprovisions of such tenant’s or occupant’s lease or other contract. Landlord agrees not to materially discriminate in the enforcement of any of the above-referenced rules against Tenant only and not
                      \nagainst other tenants or occupants of the Building. <\/p>\n
                      C.  Compliance with Regulation<\/b>s. By entering the Premises, Tenant accepts the Premises in the condition existing as of the date of such entry, subject to
                      \nall existing or future applicable municipal, state and federal and other governmental statutes, regulations, laws and ordinances, including zoning
                      \nordinances and regulations governing and relating to the use, occupancy and possession of the Premises and the use, storage, generation and disposal of Hazardous Materials (hereinafter defined) in, on
                      \nand under the Premises (collectively “Regulations<\/b>“). Tenant shall, at Tenant’s sole expense, strictly comply with all Regulations now in force or which
                      \nmay hereafter be in force relating to the Premises and the use of the Premises and\/or the use, storage, generation of Hazardous Materials in, on and under the Premises. Tenant shall at its sole cost
                      \nand expense obtain any and all licenses or permits necessary for Tenant’s use of the Premises. Tenant shall promptly comply with the requirements of any board of fire underwriters or other similar
                      \nbody now or hereafter constituted. Tenant shall not do or permit anything to be done in, on, or about the Premises or bring or keep anything which will in any way increase the rate of any insurance
                      \npaid for by Landlord upon the Premises or the Building, or upon any contents therein or cause a cancellation of said insurance or otherwise affect said insurance in any manner without the written
                      \nconsent of Landlord, which consent shall not be unreasonably withheld, if reasonably related to the conduct of Tenant’s business within the Premises. In the event of such written consent by Landlord,
                      \nTenant shall pay for any increase in the rate of any insurance paid for by Landlord as set forth above. Tenant shall indemnify, defend, protect and hold Landlord harmless from and against any loss,
                      \ncost, expense, damage, attorneys’ fees or liability arising out of the failure of Tenant to comply with any Regulation or comply with the requirements as set forth herein. <\/p>\n
                      D.
                      \nHazardous Materials<\/b>. Tenant shall not cause, or allow any of Tenant’s Parties to cause, any Hazardous Materials to be generated, stored, used,
                      \ntreated, removed, transported, handled and disposed of on or about the Premises or the Building without Landlord’s prior written approval, provided that, Tenant shall be permitted to use the Disclosed
                      \nHazardous Materials in the ordinary course of its business subject to the conditions and requirements of this Lease, Landlord’s conditional authorization of the Disclosed Hazardous Materials shall be
                      \nstrictly limited to the types and quantities described in Exhibit F, <\/i>and shall not be construed as an authorization for Tenant to generate,
                      \nstore, use, treat, remove, transport, handle or dispose of any additional quantities of Disclosed Hazardous Materials or any other Hazardous Materials in, on, about or under the Premises or Building.
                      \nTenant acknowledges that any change in the types or quantities or Disclosed Hazardous Materials described in Exhibit F<\/i>, or any change in the
                      \nmeans and methods of generating, storing, treating, removing, transporting, handling or disposing of such Disclosed Hazardous Materials, shall require the prior written approval of Landlord in each
                      \ninstance. Tenant represents and warrants to Landlord that (a) prior to its use of Hazardous Materials on the Premises, it will have received or obtained issuance of, and will maintain in
                      \neffect, all permits, approvals, licenses, or other authorizations necessary for Tenant’s activities with respect to the Disclosed Hazardous Materials, and (b) Tenant has not been cited, fined,
                      \nor otherwise found to be in violation of any governmental requirement or fire, safety and insurance requirements or regulations applicable to any Disclosed Hazardous Materials or any other Hazardous
                      \nMaterials in any other leased premises.. At least once during each twelve (12) month of the Lease Term, Tenant shall provide Landlord with an <\/p>\n<\/ul>\n<\/ul>\n
                      7<\/p>\n
                      \n
                        \n
                          \n
                          \ninventory list describing the minimum and maximum quantities of each of the Disclosed Hazardous Materials generated, stored, used, treated, removed, transported, handled and disposed of on or about
                          \nthe Premises or the Building the succeeding twelve (12) months, and a copy of its Hazardous Materials Management Plan (“HMMP<\/b>“) in the form
                          \nsubmitted by Tenant to the fire department. Tenant agrees to notify Landlord immediately if Tenant receives notification or otherwise becomes aware of: (a) any threatened or actual release,
                          \nspill or discharge of any Disclosed Hazardous Materials in, on, about or under the Premises or the Building, or (b) any threatened or actual lien, action, or proceeding or notice that any
                          \nDisclosed Hazardous Materials or any other Hazardous Materials is not being generated,
                          \nstored, used, treated, removed, transported, placed, manufactured, handled, or disposed of in strict compliance with any and all governmental requirements and regulations or applicable fire, safety or
                          \ninsurance requirements and regulations. If Tenant or any of Tenant’s Parties is partially or wholly responsible or potentially responsible for such condition, situation, lien, action or notice,
                          \nTenant’s notice to Landlord shall include a statement as to the actions Tenant proposes to take in response to such condition, situation, lien, action or notice. As used in this Lease,
                          \n“Hazardous Materials<\/b>” shall include, but not be limited to, hazardous, toxic and radioactive materials and those substances defined as “hazardous
                          \nsubstances,” “hazardous materials,” “hazardous wastes,” “toxic substances,” or other similar designations in any federal, state, or local law, regulation, or ordinance. Landlord shall have the right
                          \nat all reasonable times to inspect the Premises and to conduct tests and investigations to determine whether Tenant is in compliance with the foregoing provisions. The costs of all such inspections,
                          \ntests and investigations shall be borne by Tenant provided that so long as Tenant is not in Default hereunder Tenant shall not be responsible for the cost of more than one (1) inspection per
                          \ncalendar year and Tenant’s liability for the cost of each such inspection shall not exceed $1,500 per inspection. Tenant shall Indemnify, defend (by counsel selected by Landlord and approved by
                          \nTenant, which approval shall not be unreasonably withheld), protect and hold Landlord harmless from and against all liabilities, losses, actually incurred costs and expenses, demands, causes of
                          \naction, claims or judgments directly or indirectly arising out of the use, generation, storage or disposal of Hazardous Materials by Tenant or any of Tenant’s Parties, which indemnity shall include,
                          \nwithout limitation, reasonable attorneys’ and consultants’ fees, the cost of any required or necessary repair, cleanup or detoxification, and the preparation of any closure or other required plans,
                          \nwhether such action is required or necessary prior to or following the termination of this Lease. Neither the written consent by Landlord to the use, generation, storage or disposal of Hazardous
                          \nMaterials nor the strict compliance by Tenant with all laws pertaining to Hazardous Materials shall excuse Tenant from Tenant’s obligation of indemnification pursuant to this Paragraph 4.D.
                          \nTenant’s obligations pursuant to the foregoing indemnity shall survive the termination of this Lease. <\/p>\n<\/ul>\n<\/ul>\n
                          RULES AND REGULATIONS  <\/b><\/p>\n
                            \n
                            \n
                            5.<\/dt>\n
                            Tenant
                            \nshall faithfully observe and comply with any rules and regulations not in conflict with this Lease Landlord may from time to time prescribe in writing for the purpose of
                            \nmaintaining the proper care, cleanliness, safety, traffic flow and general order of the Premises or the Building. Tenant shall cause Tenant’s Parties to comply with all such rules and regulations.
                            \nLandlord shall not be responsible to Tenant for the non-compliance by any other tenant or occupant of the Building with any of the rules and regulations. <\/dd>\n<\/dl>\n<\/ul>\n
                            RENT  <\/b><\/p>\n
                              \n
                              \n
                              6.<\/dt>\n
                              A.
                              \nBase Rent. <\/b>Base rent for the Premises shall be calculated on the basis of the rentable square feet of the Premises (approximately
                              \n50,210 square feet) at the rate specified in the Basic Lease Information. Rentable square feet shall include a load factor for common areas of <\/dd>\n<\/dl>\n<\/ul>\n
                              8<\/p>\n
                              \n
                                \n
                                  \n
                                  the
                                  \nBuilding (approximately 1,350 square feet), including but not limited to the Trash Room, Main Electrical Room and common access walkway, as determined by Landlord’s architect. Tenant’s obligation
                                  \nto pay Base Rent for the Premises shall commence on the Term Commencement Date. Upon completion of Landlord’s Work, Landlord’s architect shall certify to Landlord the rentable square feet of the
                                  \nPremises, measured from the outside of exterior walls of the building, but including areas below the “dripline” in the exterior entrances, to the midpoint of any interior demising walls plus Tenant’s
                                  \nproportionate share of Building Common areas which include utility rooms (trash and electrical rooms), common access walkway etc. Landlord’s architect’s certification of rentable square feet for the
                                  \nPremises shall be binding upon both Landlord and Tenant for all purposes under this Lease. Landlord and Tenant currently estimate that the rentable square feet of the Premises and the Base Rent for
                                  \nthe Premises will be as stated in the Basic Lease Information. Upon receipt of the architect’s certification of rentable square feet, the actual Base Rent shall be determined and, if requested by
                                  \nLandlord or Tenant, Landlord and Tenant shall enter into an amendment of this Lease which states the actual Base Rent as so determined. Upon determination of the actual Base Rent for the Premises,
                                  \nLandlord and Tenant shall adjust, if necessary, the Base Rent deposited by Tenant for the first full month of the Term as provided in Paragraph 6.B. below, and Tenant’s share of Operating
                                  \nCosts, as defined in Paragraph 7A. theretofore paid. <\/p>\n<\/ul>\n<\/ul>\n
                                    \n
                                      \n
                                      B.
                                      \nPayments<\/b>. Tenant shall pay to Landlord, without demand throughout the Term, Base Rent as specified in the Basic Lease Information and finally
                                      \ndetermined as provided in Paragraph 6.A., payable in monthly installments in advance on or before the first day of each calendar month, in lawful money of the United States, without deduction
                                      \nor offset whatsoever, at the address specified in the Basic Lease Information or to such other place as Landlord may from time to time designate in writing. Base Rent and Estimated Basic Operating
                                      \nCosts as defined in Paragraph 7.A. for the first full month of the Term (based upon the estimated rentable area as hereinabove provided) shall be paid by Tenant upon Tenant’s execution of this
                                      \nLease. If the obligation for payment of Base Rent commences on other than the first day of a month, then Base Rent (calculated at the rate applicable to the second full month of the Term) for the
                                      \npartial month shall be prorated on the basis of the actual number of days in the month. <\/p>\n
                                      C.
                                      \nAdditional Rent<\/b>. All monies other than Base Rent required to be paid by Tenant hereunder, including, but not limited to, the interest and late
                                      \ncharges described in Paragraph 26.D., any monies spent by Landlord pursuant to Paragraph 29., and Tenant’s Proportionate Share of Basic Operating Costs, as specified in
                                      \nParagraph 7 of this Lease, shall be considered additional rent (“Additional Rent<\/b>“). “Rent” shall mean Base Rent and Additional Rent. <\/p>\n<\/ul>\n<\/ul>\n
                                      BASIC OPERATING COST  <\/b><\/p>\n
                                        \n
                                        \n
                                        7.<\/dt>\n
                                        A.
                                        \nBasic Operating Cost<\/b>. In addition to the Base Rent required to be paid hereunder, Tenant shall pay as Additional Rent, Basic
                                        \nOperating Costs in the manner set forth below and shown on Exhibit G. The Operating Costs shall be calculated on the basis of Landlord’s architect’s certification of the rentable square feet of
                                        \nthe Premises and useable square feet of the Building. The certification by Landlord’s architect of the rentable square feet of the Premises and the useable square feet of the Building shall be
                                        \nconclusive and binding upon both Landlord and Tenant for all purposes of this Lease. Tenant’s obligation to pay Basic Operating Costs with respect to the Premises and the Building shall commence on
                                        \nthe Early Possession Date. Landlord shall account for each item of Basic Operating Costs attributable to the Premises and the Building as determined by Landlord in Landlord’s sole discretion, and
                                        \nunless provided to the contrary in this Lease, Tenant shall pay the Basic Operating Costs, as set forth <\/dd>\n<\/dl>\n<\/ul>\n
                                        9<\/p>\n
                                        \n
                                          \n
                                            \n
                                            in
                                            \nthe Basic Lease Information. “Basic Operating Costs<\/b>” shall mean all expenses and costs of every kind and nature which Landlord shall pay or become
                                            \nobligated to pay because of or in connection with the management, maintenance, preservation and operation of the Premises and the Building (determined in accordance with generally accepted accounting
                                            \nprinciples, consistently applied) including but not limited to the following: <\/p>\n<\/ul>\n
                                              \n
                                                \n
                                                (1)  Taxes<\/b>. All real property taxes, including those resulting from any increase in the value of the Building and\/or the real property upon which the
                                                \nBuilding is located, possessory interest taxes, business or license taxes or fees, service payments in lieu of such taxes or fees, annual or periodic license or use fees, excises, transit charges,
                                                \nhousing fund assessments, open space charges, assessments, levies, fees or charges general and special, ordinary and extraordinary, unforeseen as well as foreseen, of any kind (including fees
                                                \n“in-lieu” of any such tax or assessment) which are assessed, levied, charged, confirmed, or imposed by any public authority upon the real property upon which the Building is located, the
                                                \nBuilding, its operations or the Rent (or any portion or component thereof) (all of the foregoing being hereinafter collectively referred to as “real property
                                                \ntaxes<\/b>“), or any tax imposed in substitution, partially or totally, of any tax previously included within the definition of real property taxes, or any additional tax the nature
                                                \nof which was previously included within the definition of real property taxes, except (a) inheritance or estate taxes imposed upon or assessed against the Premises, or any part thereof or
                                                \ninterest therein, (b) taxes computed upon the basis of net income of Landlord or the owner of any interest therein, except as otherwise provided in the following sentence. Basic Operating Costs
                                                \nshall also include any taxes, assessments, or any other fees imposed by any public authority upon or measured by the monthly rental or other charges payable hereunder, including, without limitation,
                                                \nany gross income tax or excise tax levied by the local governmental authority in which the Building is located, the federal government, or any other governmental body with respect to receipt of such
                                                \nrental, or upon, with respect to or by reason of the development, possession, leasing, operation, management, maintenance, alteration, repair, use or occupancy by Tenant of the Premises or any portion
                                                \nthereof, or upon this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. In the event that it shall not be lawful for Tenant to
                                                \nreimburse Landlord for
                                                \nall or any part of such taxes, the Base Rent payable to Landlord under this Lease shall be revised to net to Landlord the same net rental after imposition of any such taxes on Landlord as would have
                                                \nbeen payable to Landlord prior to the payment of any such taxes. If Landlord at any time during the Term of this Lease or within two (2) years after termination of this Lease shall receive a
                                                \nrefund of real property taxes applicable to a period within the Term of this Lease for which Tenant has paid real property taxes hereunder, Landlord shall refund to Tenant Tenant’s proportionate share
                                                \nof said refund if Tenant is not then in Default or was not in Default at the termination of the Lease, as the case may be. If Tenant timely pays real property taxes to Landlord, Landlord alone shall
                                                \nbe responsible for any fines, penalties, interest and other charges that result from any late payment of taxes by Landlord. <\/p>\n
                                                (2)
                                                \nInsurance<\/b>. All insurance premiums and costs, including but not limited to, any deductible amounts, premiums and costs of insurance incurred by
                                                \nLandlord, as more fully set forth in Paragraph 8.A. herein. <\/p>\n
                                                (3)  Repairs and Improvements<\/b>. The cost of all repairs, replacements and general maintenance for the Premises and the Building (except for those repairs
                                                \nexpressly made the financial responsibility of Landlord pursuant to the terms of this Lease, repairs to the extent paid for by proceeds of insurance or by Tenant or other third parties, and
                                                \nalterations attributable solely to tenants of the Building other than Tenant) Tenant shall <\/p>\n<\/ul>\n<\/ul>\n<\/ul>\n
                                                10<\/p>\n
                                                \n
                                                  \n
                                                    \n
                                                      \n
                                                      \nnot be responsible for the cost of repairs to tenant-occupied spaces which are part of the Building other than the Premises. Such repairs, replacements, and general maintenance shall include the cost
                                                      \nof any capital improvements made to or capital assets acquired for the Building or the Premises after the Term Commencement Date that are intended by Landlord to reduce any other Basic Operating Cost,
                                                      \nare reasonably necessary for the health and safety of the occupants of the Building, or are made to the Building by Landlord after the date of this Lease and are required under any governmental law or
                                                      \nregulation, such costs or allocable portions thereof to be amortized over the useful life of the improvement, as determined by the Landlord, together with interest on the unamortized balance at the
                                                      \n“prime rate” charged at the time such improvements or capital assets are constructed or acquired by Wells Fargo Bank, N.A. (San Francisco) plus two (2) percentage points, but in no event more
                                                      \nthan the maximum rate permitted by law. <\/p>\n
                                                      (4)
                                                      \nServices<\/b>. To the extent such expenses are not the obligation of Tenant under other provisions of this Lease, all expenses relating to maintenance,
                                                      \njanitorial and service agreements and services, and costs of supplies and equipment used in operating and maintaining the Premises and the Building and the equipment therein and the adjacent
                                                      \nsidewalks, driveways, parking and service areas, including, without limitation, alarm service, window cleaning, elevator maintenance, the Building exterior maintenance and landscaping. <\/p>\n
                                                      (5)  Utilities<\/b>. To the extent such expenses are not the obligation of Tenant under other provisions of this Lease, the cost of all utilities which
                                                      \nbenefit all or a portion of the Premises or the Building, <\/p>\n
                                                      (6)
                                                      \nManagement Fee<\/b>. A management and accounting cost recovery fee equal to three (3%) percent of the sum of Base Rent. <\/p>\n
                                                      (7)
                                                      \nLegal and Accounting<\/b>. Legal and accounting expenses relating to the Building other than legal expenses related to negotiating leases with tenants
                                                      \nand\/or prospective tenants in the Building, and any costs or expenses otherwise reimbursable to Landlord, including, without limitation, any costs or expenses reimbursed by policies of insurance
                                                      \ncarried by Landlord or required to be carried by Landlord under this Lease, and any cost or expenses reimbursable by any tenant within the Building pursuant to Such tenant’s lease in the Building,
                                                      \nAccounting expenses shall be limited to preparation of annual reconciliation of estimated and actual Operating Costs. <\/p>\n
                                                      In
                                                      \nthe event that the Building is not fully occupied during any fiscal year of the Term as determined by Landlord, an adjustment shall be made in computing the Basic Operating Costs for such year so
                                                      \nthat Tenant pays an equitable portion of all variable items of Basic Operating Costs, as reasonably determined by Landlord; provided, however, that in no event shall Landlord be entitled to collect in
                                                      \nexcess of one hundred (100%) percent of the total Basic Operating Costs from all of the tenants in the Building including Tenant. <\/p>\n
                                                      Basic
                                                      \nOperating Costs shall not include specific costs incurred for the account of, separately billed to and paid by specific tenants. Notwithstanding anything herein to the contrary, in any instance
                                                      \nwherein Landlord, in Landlord’s sole discretion, deems Tenant to be responsible for any amounts greater than Tenant’s Proportionate Share, Landlord shall have the right to allocate costs in any manner
                                                      \nLandlord reasonably deems appropriate. <\/p>\n<\/ul>\n
                                                      B.
                                                      \nPayment of Estimated Basic Operating Cost<\/b>. “Estimated Basic Operating Costs” for any particular year shall mean Landlord’s estimate of the Basic
                                                      \nOperating Cost for such fiscal year made prior to commencement of such fiscal year as hereinafter provided. Landlord shall have <\/p>\n<\/ul>\n<\/ul>\n
                                                      11<\/p>\n
                                                      \n
                                                        \n
                                                          \n
                                                          \nthe right from time to time to revise its fiscal year and interim accounting periods so long as the periods as so revised are reconciled with prior periods in accordance with generally accepted
                                                          \naccounting principles applied in a consistent manner. Within thirty (30) days of the Effective Date of this Lease, and during the last month of each fiscal year during the Term, or as soon
                                                          \nthereafter as practicable, Landlord shall give Tenant written notice of the Estimated Basic Operating Costs for the ensuing fiscal year. During the Early Possession period, Tenant shall pay Tenant’s
                                                          \nProportionate Share of the Estimated Basic Operating Cost for the fiscal year to which the Estimated Basic Operating Cost applies in monthly installments on the first day of each calendar month prior
                                                          \nto the Lease Commencement Date, in advance. Following the Lease Commencement Date, Tenant shall pay Tenant’s Proportionate Share of the Estimated Basic Operating Cost with the Base Rent for the fiscal
                                                          \nyear to which the Estimated Basic Operating Cost applies in monthly installments on the first day of
                                                          \neach calendar month during such year, in advance. If at any time during the course of the fiscal year, Landlord determines that Basic Operating Cost is projected to vary from the then Estimated Basic
                                                          \nOperating Cost by more than Ten percent (10%), Landlord may, by written notice to Tenant, revise the Estimated Basic Operating Cost for the balance of such fiscal year, and Tenant’s monthly
                                                          \ninstallments for the remainder of such year shall be adjusted so that by the end of such fiscal year Tenant has paid to Landlord Tenant’s Proportionate Share of the revised Estimated Basic Operating
                                                          \nCost for such year. Upon execution of this Lease, Tenant shall pay to Landlord the Estimated Basic Operating Cost for the Premises (calculated on the estimated rentable square feet) for the first full
                                                          \nmonth of the Term. Upon final determination of the rentable square feet of the Premises and useable square feet of the Building, Landlord and Tenant shall adjust such estimated payment. <\/p>\n
                                                          C.
                                                          \nComputation of Basic Operating Cost Adjustment<\/b>. “Basic Operating Cost Adjustment” shall mean the difference between Estimated Basic Operating Cost
                                                          \nand Basic Operation Cost for any fiscal year determined as hereinafter provided. Within One Hundred Twenty (120) days after the end of each fiscal year, as determined by Landlord, or as soon
                                                          \nthereafter as practicable, Landlord shall deliver to Tenant a statement of Basic Operating Cost for the fiscal year just ended, accompanied by a computation of Basic Operating Cost Adjustment. If such
                                                          \nstatement shows that Tenant’s payment based upon Estimated Basic Operating Cost is less than Tenant’s Proportionate Share of Basic Operating Cost, then Tenant shall pay to Landlord the difference
                                                          \nwithin twenty (20) days after receipt of such statement. If such statement shows that Tenant’s payments of Estimated Basic Operating Cost exceed Tenant’s Proportionate Share of Basic Operating
                                                          \nCost, then (provided that Tenant is not in Default under this Lease) Landlord shall credit the difference against the Estimated Basic Operating Cost payment next due. If this Lease has been terminated
                                                          \nor the Term hereof has expired prior to the date of such statement, then the Basic Operating Cost Adjustment shall be paid by the appropriate party within twenty (20) days after the date of
                                                          \ndelivery of the statement and this obligation shall survive termination of the Lease. Should this Lease commence or terminate at any time other than the first day of the fiscal year, Tenant’s
                                                          \nProportionate Share of the Basic Operating Cost adjustment shall be prorated by reference to the exact number of calendar days during such fiscal year that this Lease is in effect. <\/p>\n<\/ul>\n<\/ul>\n
                                                          12<\/p>\n
                                                          \n
                                                            \n
                                                              \n<\/ul>\n<\/ul>\n
                                                                \n
                                                                  \n
                                                                  D.
                                                                  \nNet Lease<\/b>. This shall be a net Lease and Base Rent shall be paid to Landlord absolutely net of all costs and expenses, except as specifically
                                                                  \nprovided to the contrary in this Lease. The provisions for payment of Basic Operating Cost and the Basic Operating Cost Adjustment are intended to pass on to Tenant and reimburse Landlord for all
                                                                  \ncosts and expenses of the nature described in Paragraph 7.A. incurred in connection with the management, maintenance, preservation and operation of the Building and such additional facilities
                                                                  \nnow and in subsequent years as may be determined by Landlord to be necessary to the Building. <\/p>\n
                                                                  E.
                                                                  \nTenant Audit<\/b>. In the event that Tenant shall dispute the amount set forth in any statement provided by Landlord under Paragraph 7.B or 7.C
                                                                  \nabove, Tenant shall have the right, not later than sixty (60) days following the receipt of such statement and upon the condition that Tenant shall have paid Landlord the full amount that has
                                                                  \nbeen invoiced, to cause Landlord’s books and records with respect to Basic Operating Cost for such fiscal year to be audited by certified public accountants selected by Tenant and subject to
                                                                  \nLandlord’s reasonable right of approval. The Basic Operating Cost Adjustment shall be appropriately adjusted on the basis of such audit and the appropriate party shall pay to the other all amounts
                                                                  \nfound by such audit to be owing within thirty (30) days. If such audit discloses a liability for a refund in excess of five percent (5%) of Tenant’s Proportionate Share of the Basic Operating
                                                                  \nCost Adjustment previously reported, the cost of such audit shall be borne by Landlord; otherwise the cost of such audit shall be paid by Tenant. If Tenant shall not request an audit in accordance
                                                                  \nwith the provisions of this Paragraph 7.E within sixty (60) days after receipt of Landlord’s statement provided pursuant to Paragraph 7.B or 7.C, such statement shall be final and
                                                                  \nbinding for all purposes hereof. <\/p>\n<\/ul>\n<\/ul>\n
                                                                  INSURANCE AND INDEMNIFICATION  <\/b><\/p>\n
                                                                    \n
                                                                    \n
                                                                    8.<\/dt>\n
                                                                    A.
                                                                    \nLandlord’s Insurance<\/b>. Landlord agrees to maintain insurance insuring the Building against fire, lightning, flooding, earthquake,
                                                                    \nvandalism and malicious mischief (including, if Landlord elects, “All Risk” coverage), in an amount of not less than one hundred percent (100%) of the current replacement cost thereof, except where
                                                                    \ncommercially unreasonable, with deductibles and the form and endorsements of such coverage as selected by Landlord. Such insurance may also include, at Landlord’s option, insurance against loss of
                                                                    \nBase Rent and Additional Rent, in an amount equal to the amount of Base Rent and Additional Rent payable by Tenant for a period of at least twelve (12) months commencing on the date of loss.
                                                                    \nSuch insurance shall be for the sole benefit of Landlord and under Landlord’s sole control. Landlord shall not be obligated to insure any furniture, equipment, machinery, goods or supplies which
                                                                    \nTenant may keep or maintain in the Premises, or any leasehold improvements, additions or alterations within the Premises. Landlord may also carry such other insurance as Landlord may deem prudent or
                                                                    \nadvisable, including, without limitation, liability insurance in such amounts and on such terms as Landlord shall determine and flood insurance. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                      \n
                                                                        \n
                                                                        B.  Tenant’s Insurance<\/b>. <\/p>\n
                                                                          \n
                                                                          (1)  Property Insurance<\/b>. Tenant shall procure at Tenant’s sole cost and expense and keep in effect from the date of this Lease and at all times until the
                                                                          \nend of the Term, insurance on all personal property, Fixtures and all improvements made by or for Tenant to the Premises, insuring such property for the full replacement value of such property,
                                                                          \nexclusive of reasonable deductibles. <\/p>\n
                                                                          (2)
                                                                          \nLiability Insurance<\/b>. Tenant shall procure at Tenant’s sole cost and expense and keep in effect from the date of this Lease and at all times until
                                                                          \nthe end of the Term either Comprehensive General Liability insurance or Commercial General Liability insurance applying to the use and occupancy of the Premises and the Building, and any part of <\/p>\n<\/ul>\n<\/ul>\n<\/ul>\n
                                                                          13<\/p>\n
                                                                          \n
                                                                            \n
                                                                              \n
                                                                                \n
                                                                                \neither, and any areas adjacent thereto, and the business operated by Tenant, or by any other occupant on the Premises, Such insurance shall include Broad Form Contractual Liability insurance coverage
                                                                                \ninsuring all of Tenant’s indemnity obligations under this Lease. Such coverage shall have a minimum combined single limit of liability of at least Two Million and no\/100th<\/sup> Dollars
                                                                                \n($2,000,000.00), and a general aggregate limit of Five Million and no\/100th<\/sup> Dollars ($5,000,000.00). All such policies shall be written to apply to all bodily injury, property damage or
                                                                                \nloss, personal injury and other covered loss, however occasioned, occurring during the policy term, shall be endorsed to add Landlord and Landlord’s members, agents and employees, and any party of
                                                                                \nwhich Tenant has been notified holding an interest to which this Lease may be subordinated as an additional insured, and shall provide that such coverage shall be primary as it pertains to the
                                                                                \nPremises and that any insurance maintained by Landlord pertaining to the Premises shall be excess insurance only. Such coverage shall also contain endorsements: (i) deleting any employee
                                                                                \nexclusion on personal injury coverage; (ii) including employees as additional insureds; (iii) deleting any liquor liability exclusion; and (iv) providing for coverage of
                                                                                \nemployer’s automobile non-ownership liability. All such insurance shall provide for severability of interests; shall provide that an act or omission of one of the named insureds shall not
                                                                                \nreduce or avoid coverage to the other named insureds; and shall afford coverage for all claims based on acts, omissions, injury and damage, which claims occurred or arose (or the onset of which
                                                                                \noccurred or arose) in whole or in part during the policy period. Said coverage shall be written on an “occurrence” basis, if available. If an “occurrence” basis form is not available, Tenant must
                                                                                \npurchase “tail” coverage for the most number of years available, and tenant must also purchase “tail” coverage if the retroactive date of an “occurrence” basis form is changed so as to leave a gap in
                                                                                \ncoverage for occurrences that might have occurred in prior years. If a “claims made” policy is ever used, the policy must be endorsed so that Landlord is given the right to purchase “tail” coverage
                                                                                \nshould Tenant for any reason not do so or if the policy is to be canceled for nonpayment of premium. <\/p>\n
                                                                                (3)
                                                                                \nGeneral Insurance Requirements<\/b>. All coverages described in this Paragraph 8.B shall be endorsed to provide Landlord with thirty
                                                                                \n(30) days’ notice of cancellation or change in terms. If at any time during the Term the amount or coverage of insurance which Tenant is required to carry under this Paragraph 8.B is, in
                                                                                \nLandlord’s reasonable judgment, materially less than the amount or type of
                                                                                \ninsurance coverage typically carried by owners or tenants of properties located in the general area in which the Premises are located which are similar to and operated for similar purposes as the
                                                                                \nPremises, Landlord shall have the right to require Tenant to increase the amount or change the types of insurance coverage required under this Paragraph 8.B. All insurance policies required to
                                                                                \nbe carried under this Lease shall be written by companies rated A or better in “Best’s Insurance Guide” and authorized to do business in California. Any deductible amounts under any insurance policies
                                                                                \nrequired hereunder shall be subject to Landlord’s prior written approval. In any event deductible amounts shall not exceed Five Thousand and no\/100th<\/sup> Dollars ($5,000.00). Tenant shall
                                                                                \ndeliver to Landlord on or before the earlier of (i) the Early Possession Date or (ii) the Term Commencement Date, and thereafter at least thirty (30) days before the expiration
                                                                                \ndates of the expiring policies, certified copies of Tenant’s insurance policies, or a certificate evidencing the same issued by the insurer thereunder, showing that all premiums have been paid for the
                                                                                \nfull policy period; and, in the event Tenant shall fail to procure such insurance, or to deliver such policies or certificates, Landlord may, at Landlord’s option and in addition to Landlord’s other
                                                                                \nremedies in the event of a Default by Tenant hereunder, procure the same for the account of Tenant, and the cost thereof shall be paid to Landlord as Additional Rent. <\/p>\n<\/ul>\n<\/ul>\n<\/ul>\n
                                                                                14<\/p>\n
                                                                                \n
                                                                                  \n
                                                                                    \n
                                                                                      \n
                                                                                      \n(c) Indemnification<\/b>. Landlord shall not be liable to Tenant for any loss or damage to person or property caused by theft, fire, acts of God, acts of a
                                                                                      \npublic enemy, riot, strike, insurrection, war, court order, requisition or order of governmental body or authority or for any damage or inconvenience which may arise through repair or alteration of
                                                                                      \nany part of the Building or failure to make any such repair, except as expressly otherwise provided in Paragraph 10. Tenant shall indemnify, defend by counsel reasonably acceptable to Landlord,
                                                                                      \nprotect and hold Landlord and Landlord’s members harmless from and against any and all liabilities, losses, costs, damages, injuries or expenses, including reasonable attorneys’ fees and court costs,
                                                                                      \narising out of or related to: (1) claims of injury to or death of persons or damage to property occurring or resulting directly or indirectly from the use or occupancy of the Premises, or from
                                                                                      \nactivities of Tenant or Tenant’s Parties (2) claims for work or labor performed, or for materials or supplies furnished to or at the request of Tenant in connection with performance of any work
                                                                                      \ndone for the account of Tenant within the Premises; and (3) claims arising from any breach or Default on the part of Tenant in the performance of any covenant contained in this Lease. The
                                                                                      \nforegoing indemnity shall not be applicable to claims arising from the gross negligence or willful misconduct of Landlord and Landlord shall indemnify Tenant for any loss incurred by Tenant as a
                                                                                      \ndirect consequence of any such gross negligence or willful misconduct of Landlord. The provisions of this Paragraph shall survive the expiration or termination of this Lease with respect to any claims
                                                                                      \nor liability occurring prior to such expiration or termination. <\/p>\n<\/ul>\n<\/ul>\n<\/ul>\n
                                                                                      WAIVER OF SUBROGATION  <\/b><\/p>\n
                                                                                        \n
                                                                                        \n
                                                                                        9.<\/dt>\n
                                                                                        To
                                                                                        \nthe extent permitted by law and without affecting the coverage provided by insurance to be maintained hereunder, Landlord and Tenant each waive any right to recover against the
                                                                                        \nother for: (a) damages for injury to or death of persons; (b) damages to property; (c) damages to the Premises or
                                                                                        \nany part thereof, and (d) claims arising by reason of the foregoing due to hazards covered by insurance to the extent of proceeds recovered therefrom. This provision is intended to waive fully,
                                                                                        \nand for the benefit of each party, any rights and\/or claims which might give rise to a right of subrogation in favor of any insurance carrier. The coverage obtained by each party pursuant to this
                                                                                        \nLease shall include, without limitation, a waiver of subrogation by the carrier which conforms to the provisions of this Paragraph. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                        LANDLORD’S REPAIRS  <\/b><\/p>\n
                                                                                          \n
                                                                                          \n
                                                                                          10.<\/dt>\n
                                                                                          Landlord
                                                                                          \nshall at Landlord’s expense maintain the structural soundness of the structural beams of the roof, the foundations and exterior walls of the Building in good repair,
                                                                                          \nreasonable wear and tear excepted; provided that, <\/i>Landlord shall not be responsible for the cost of any repairs resulting from damage, destruction or
                                                                                          \ndeterioration which is caused by Tenant or Tenant’s Parties. The term “exterior walls<\/b>” as used herein shall not include windows, glass or plate glass,
                                                                                          \ndoors, special store fronts or office entries. Landlord shall perform on behalf of Tenant and other tenants of the Building, as an item of Basic Operating Cost, the exterior maintenance of the
                                                                                          \nBuilding, and public and common areas of the Building, including the elevators, and the real property upon which the Building is located, including but not limited to the roof, pest extermination, the
                                                                                          \nlandscaped areas, parking areas, driveways, the truck staging areas, fire sprinkler systems, sanitary and storm sewer lines, utility services, servicing the Building, exterior lighting, and anything
                                                                                          \nwhich affects the operation and exterior appearance of the Building, which determination shall be at Landlord’s sole discretion. Except for the expenses directly involving the items specifically
                                                                                          \ndescribed in the first sentence of this Paragraph 10, Tenant shall reimburse Landlord for all such costs in accordance with Paragraph 7. Any damage caused by or repairs necessitated by
                                                                                          \nany act of Tenant or Tenant’s <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                          15<\/p>\n
                                                                                          \n
                                                                                            \n
                                                                                              \n
                                                                                              Parties
                                                                                              \nmay be repaired by Landlord at Landlord’s option and at Tenant’s expense. Tenant shall immediately give Landlord written notice of any defect or need of repairs after which Landlord shall have
                                                                                              \na reasonable opportunity to repair same. Landlord’s liability with respect to any defects, repairs, or maintenance for which Landlord is responsible under any of the provisions of this Lease shall be
                                                                                              \nlimited to the cost of such repairs or maintenance. Except in case of emergency, Landlord shall provide Tenant with reasonable notice before entering the Premises to conduct repairs. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                              TENANT’S REPAIRS  <\/b><\/p>\n
                                                                                                \n
                                                                                                \n
                                                                                                11.<\/dt>\n
                                                                                                Tenant
                                                                                                \nshall at Tenant’s expense throughout the Term of this Lease maintain all parts of the Premises in a good, clean and secure condition and promptly make all necessary repairs
                                                                                                \nand replacements, including but not limited to all windows, glass, doors, walls and wall finishes, floor covering, heating, ventilating and air conditioning systems, plumbing work and Fixtures, roof
                                                                                                \n(exclusive of structural beams), downspouts, electrical and lighting systems, and fire sprinklers. Tenant shall at Tenant’s expense also perform regular removal of trash and debris. Tenant shall, at
                                                                                                \nTenant’s own expense, enter into a regularly scheduled preventive maintenance\/service contract with a maintenance contractor for servicing hot water, heating and air conditioning systems and equipment
                                                                                                \nwithin or serving the Premises. Landlord must approve the maintenance contractor and the contract. The service contract must include all services suggested by the equipment manufacturer within the
                                                                                                \noperation\/maintenance manual and must become effective and a copy thereof delivered to Landlord within thirty (30) days after the Term Commencement Date. Tenant shall not damage any demising
                                                                                                \nwall or disturb the integrity and support provided by any demising wall and shall, at its sole expense, immediately repair any damage to any demising wall caused by Tenant or Tenant’s Parties. To the
                                                                                                \nextent permitted by applicable contracts or law, Landlord shall make available to Tenant the benefits of any contractor warranties applicable to items for which Tenant has repair, maintenance or
                                                                                                \nreplacement responsibility hereunder, provided, however, that Landlord shall not be obligated to incur any cost or liability in so doing. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                ALTERATIONS  <\/b><\/p>\n
                                                                                                  \n
                                                                                                  \n
                                                                                                  12.<\/dt>\n
                                                                                                  Tenant
                                                                                                  \nshall not make, or allow to be made, any Alterations or physical additions in, about or to the Premises without obtaining the prior written consent of Landlord, except as
                                                                                                  \nstated below, which consent shall not be unreasonably withheld with respect to proposed alterations and additions which: (a) comply with all applicable laws, ordinances, rules and regulations;
                                                                                                  \n(b) are in Landlord’s opinion, compatible with the Building and its mechanical, plumbing, electrical, heating\/ventilation\/air conditioning systems, (c) will not interfere with the use
                                                                                                  \nand occupancy of any other portion of the Building by any other tenant or its invitees; (d) are performed promptly and in a workman like manner; (e) the Building remains lien free as a
                                                                                                  \nresult of the construction; and (f) are constructed using all new materials. The term “Alteration<\/b>” as used herein is defined as alterations,
                                                                                                  \nadditions, substitutions, installations, changes and improvements, but excludes minor decorations. So long as Tenant is not in Default under this Lease, Tenant shall have the right to make up to
                                                                                                  \nFifteen Thousand and no 100th<\/sup> Dollars ($15,000.00) worth of Alterations to the Premises per year, which would otherwise be permissible under the Lease and which do not involve demolition
                                                                                                  \nor effect the structural parts or exterior of the Building, without obtaining the prior written consent of Landlord. Prior to commencing any construction, Tenant shall nevertheless submit to Landlord
                                                                                                  \ncopies of its plans and specification, and Tenant’s work shall be performed pursuant to the other requirements of this section. Specifically, but without limiting the generality of the foregoing,
                                                                                                  \nLandlord shall have the right of written consent for all plans and specifications for the proposed Alterations or additions, construction means and methods, all appropriate <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                  16<\/p>\n
                                                                                                  \n
                                                                                                    \n
                                                                                                      \n
                                                                                                      \npermits and licenses, any contractor of subcontractor to be employed on the work of Alteration or additions, and the time for performance of such work. Tenant shall also supply to Landlord any
                                                                                                      \ndocuments and information reasonably requested by Landlord in connection with Landlord’s consideration of a request for approval hereunder. Tenant shall reimburse Landlord for all costs which Landlord
                                                                                                      \nmay incur in connection with granting approval to Tenant for any such Alterations and additions, including any costs or expenses which Landlord may incur in electing to have outside architects,
                                                                                                      \nengineers, and attorneys review of said plans and specifications, All such Alterations, physical additions or improvements shall remain the property of Tenant until termination of this Lease, at which
                                                                                                      \ntime they shall be and become the property of Landlord if Landlord so elects. Landlord shall promptly notify Tenant at time of approval whether said improvements will need to be removed at Lease
                                                                                                      \nTermination. If improvements are to be removed then Tenant, at Tenant’s expense, shall remove any or all Alterations, additions, improvements and partitions made by Tenant and restore the Premises by
                                                                                                      \nthe termination of this Lease, whether by lapse of time, or otherwise, to their condition existing prior to the construction of any such alterations, additions, partitions or leasehold improvements,
                                                                                                      \nexcept for initial Tenant Improvements made pursuant to Exhibit B-2. All such removals and restoration shall be accomplished in a good and workmanlike manner so as not to cause any
                                                                                                      \ndamage to the Premises or the Building whatsoever. If Tenant fails to so remove such alterations, additions, improvements and partitions or Tenant’s Trade Fixtures or furniture, Landlord may keep and
                                                                                                      \nuse them or remove any of them and cause them to be stored or sold in accordance with applicable law, at Tenant’s sole expense. In addition to and wholly apart from Tenant’s obligation to pay Tenant’s
                                                                                                      \nProportionate Share of Basic Operating Cost, Tenant shall be responsible for and shall pay prior to delinquency any taxes or governmental service fees, possessory interest taxes, fees or charges in
                                                                                                      \nlieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its personal property, on the value of the alterations, additions or improvements
                                                                                                      \nwithin the Premises, and on Tenant’s interest pursuant to this Lease. To the extent that any such taxes are not separately assessed or billed to Tenant, Tenant shall pay the amount thereof as invoiced
                                                                                                      \nto Tenant by Landlord. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                      SIGNS  <\/b><\/p>\n
                                                                                                        \n
                                                                                                        \n
                                                                                                        13.<\/dt>\n
                                                                                                        Subject
                                                                                                        \nto the provisions of this Section and all applicable Regulations, Tenant may, at Tenant’s cost, erect signs identifying Tenant within the Building in those locations to be
                                                                                                        \nidentified by Landlord. All signs, notices, graphics and advertising balloons of every kind or character, visible in or from public view or corridors, the common areas or the exterior of the Premises,
                                                                                                        \nshall be subject to Landlord’s prior written approval. Tenant shall not place or maintain any banners whatsoever or any window decor in or on any exterior window or window fronting upon any common
                                                                                                        \nareas or service area or upon any truck doors or man doors without Landlord’s prior written approval. Any installation of signs or graphics on or about the Premises and\/or the Building shall be
                                                                                                        \nsubject to any applicable Regulations, including, CC&Rs, ordinances, and any other reasonable requirements imposed by Landlord. Tenant shall remove all such signs and graphics prior to the termination
                                                                                                        \nof this Lease. Such installations and removals shall be made in such manner as to avoid injury or defacement of the Premises or the Building and any other improvements contained therein, and Tenant
                                                                                                        \nshall repair any injury or defacement, including without limitation, discoloration caused by such installation or removal. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                        INSPECTION\/POSTING NOTICES  <\/b><\/p>\n
                                                                                                          \n
                                                                                                          \n
                                                                                                          14.<\/dt>\n
                                                                                                          After
                                                                                                          \nreasonable notice, except in emergencies where no such notice shall be required, Landlord, and Landlord’s agents and representatives, shall have the right to enter the <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                          17<\/p>\n
                                                                                                          \n
                                                                                                            \n
                                                                                                              \n
                                                                                                              Premises
                                                                                                              \nto inspect the same, to clean, to perform such work as may be permitted or required hereunder, to make repairs or alterations to the Premises or to other tenant spaces therein, to deal with
                                                                                                              \nemergencies, to post such notices as may be permitted or required by law to prevent the perfection of liens against Landlord’s interest in the Building or to exhibit the Premises to prospective
                                                                                                              \ntenants, purchasers, encumbrances or others, or for any other purpose as Landlord may deem necessary or desirable; provided, however, that Landlord shall use reasonable efforts not to unreasonably
                                                                                                              \ninterfere with Tenant’s business operations. Provided that Tenant is not in Default hereunder, Landlord shall not advertise or show the Premises to prospective successor tenants except during the last
                                                                                                              \ntwelve (12) months of the Lease term. Tenant shall not be entitled to any abatement of Rent by reason of the exercise of any such right of entry. At any time within twelve (12) months
                                                                                                              \nprior to the end of the Term, Landlord shall have the right to erect on the Premises a suitable sign indicating that the Premises are available for lease. Tenant shall give written notice to Landlord
                                                                                                              \nat least thirty (30) days prior to vacating the Premises and shall meet with Landlord for a joint inspection of the Premises at the time of vacating. In the event of Tenant’s failure to give
                                                                                                              \nsuch notice or participate in such joint inspection, Landlord’s inspection at or after Tenant’s vacating the Premises shall conclusively be deemed correct for purposes of determining Tenant’s
                                                                                                              \nresponsibility for repairs and restoration. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                              UTILITIES  <\/b><\/p>\n
                                                                                                                \n
                                                                                                                \n
                                                                                                                15.<\/dt>\n
                                                                                                                Tenant
                                                                                                                \nshall pay directly for all water, gas, heat, air conditioning, light, power, telephone, sewer, sprinkler charges and other utilities and services used on or from the
                                                                                                                \nPremises, together with any taxes, penalties, surcharges or the like pertaining thereto, and maintenance charges for utilities and shall furnish all electric light bulbs, ballasts and tubes. If any
                                                                                                                \nsuch services are not separately metered to Tenant, Tenant shall pay a reasonable proportion, as determined by Landlord, of all charges jointly serving other premises. Landlord shall not be liable for
                                                                                                                \nany damages directly or indirectly resulting from nor shall the Rent or any monies owed Landlord under this Lease herein reserved be abated by reason of: (a) the installation, use or
                                                                                                                \ninterruption of use of any equipment used in connection with the furnishing of any such utilities or services; (b) the failure to furnish or delay in furnishing any such utilities or services
                                                                                                                \nwhen such failure or delay is caused by acts of God or the elements, labor disturbances of any character, or any other accidents or other conditions beyond the reasonable control of Landlord; or
                                                                                                                \n(c) the limitation, curtailment, rationing or restriction on use of water, electricity, gas or any other form of energy or any other service or utility whatsoever serving the Premises, Landlord
                                                                                                                \nshall
                                                                                                                \nbe entitled to cooperate voluntarily and in a reasonable manner with the efforts of national, state or local governmental agencies or utility suppliers in reducing energy or other resource
                                                                                                                \nconsumption. The obligation to make services available hereunder shall be subject to the limitations of any such voluntary, reasonable program. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                SUBORDINATION  <\/b><\/p>\n
                                                                                                                  \n
                                                                                                                  \n
                                                                                                                  16.<\/dt>\n
                                                                                                                  Without
                                                                                                                  \nthe necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease shall be subject and subordinate at all times to:
                                                                                                                  \n(a) all ground leases or underlying leases which may now exist or hereafter be executed affecting the Premises and\/or the land upon which the Building is situated, or both; and (b) any
                                                                                                                  \nmortgage or deed of trust which may now exist or be placed upon such Building, land, ground leases or underlying leases, or Landlord’s interest or estate in any of said items which is specified as
                                                                                                                  \nsecurity. At the request of Tenant, Landlord will endeavor to obtain from the secured party under any mortgage or deed of trust which is senior to this Lease, a nondisturbance agreement upon such
                                                                                                                  \nlender’s customary form therefor. Notwithstanding the foregoing, <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                  18<\/p>\n
                                                                                                                  \n
                                                                                                                    \n
                                                                                                                      \n
                                                                                                                      Landlord
                                                                                                                      \nshall have the right to subordinate or cause to be subordinated any such ground leases or underlying leases or any such liens to this Lease. In the event that any ground lease or underlying
                                                                                                                      \nlease terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, attorn to
                                                                                                                      \nand become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Within ten (10) days after request by Landlord, Tenant shall execute and deliver any
                                                                                                                      \nadditional documents evidencing Tenant’s attornment or the subordination of this Lease with respect to any such ground leases or underlying leases or any such mortgage or deed of trust, in the form
                                                                                                                      \nrequested by Landlord or by any ground landlord, mortgagee, or beneficiary under a deed of trust. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                      FINANCIAL STATEMENTS  <\/b><\/p>\n
                                                                                                                        \n
                                                                                                                        \n
                                                                                                                        17.<\/dt>\n
                                                                                                                        At
                                                                                                                        \nthe request of Landlord, Tenant shall provide to Landlord Tenant’s current financial statement or other information disclosing financial worth of Tenant within ten
                                                                                                                        \n(10) business days after the date of Landlord’s request, which Landlord shall use solely for purposes of this Lease and in connection with the ownership, management and disposition of the
                                                                                                                        \nBuilding. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                        <\/p>\n
                                                                                                                        ESTOPPEL CERTIFICATE  <\/b><\/p>\n
                                                                                                                          \n
                                                                                                                          \n
                                                                                                                          18.<\/dt>\n
                                                                                                                          Tenant
                                                                                                                          \nagrees from time to time, within ten (10) business days after request of Landlord, to deliver to Landlord, or Landlord’s designee, an estoppel certificate per  Exhibit D, <\/i>or in an alternate
                                                                                                                          \nform that the requesting party may require, stating that this Lease is in full force and effect, the date to which
                                                                                                                          \nRent has been paid, the unexpired portion of this Lease, and such other matters pertaining to this Lease as may be reasonably requested by Landlord. Landlord and Tenant intend that any statement
                                                                                                                          \ndelivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Project or any interest therein, The parties agree that Tenant’s
                                                                                                                          \nobligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord’s execution of the Lease, and shall be an Event of Default if Tenant fails to fully comply.
                                                                                                                          \nTenant acknowledges that failure to provide the Estoppel Certificate to Landlord or Landlord’s designee within the time provided above may cause Landlord to incur substantial damages. Tenant hereby
                                                                                                                          \nagrees to indemnify Landlord for any liabilities, losses, costs, damages (including, without limitation, compensatory, incidental and consequential damages), injuries or expenses arising from the
                                                                                                                          \nfailure of Tenant to deliver the Estoppel certificate in the manner provided in this Paragraph within twenty (20) business days after requested by Landlord. In addition to any other remedies
                                                                                                                          \nLandlord may have at law and equity, Landlord shall be entitled to specific performance of this Paragraph. The provisions of this Paragraph shall survive the expiration or termination of this Lease
                                                                                                                          \nwith respect to any claims or liability occurring prior to such expiration or termination. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                          19<\/p>\n
                                                                                                                          \n
                                                                                                                            \n
                                                                                                                              \n<\/ul>\n<\/ul>\n
                                                                                                                                SECURITY DEPOSIT  <\/b><\/p>\n
                                                                                                                                \n
                                                                                                                                \n
                                                                                                                                19.<\/dt>\n
                                                                                                                                Upon
                                                                                                                                \nexecution of this Lease, as collateral for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may
                                                                                                                                \nsuffer as a result of any default by Tenant under this Lease, Tenant shall deliver to Landlord an unconditional irrevocable negotiable Letter of Credit in the amount of One Million Two Hundred Eighty
                                                                                                                                \nThousand Three Hundred Fifty-five and no\/100th Dollars ($1,280,355.00) meeting the requirements of this paragraph (the “Letter of Credit<\/b>“).
                                                                                                                                \nThe Letter of Credit shall (a) designate Landlord or its assignees as beneficiary, (b) be issued by a financial institution approved by Landlord, and (c) be in form satisfactory
                                                                                                                                \nto Landlord. The Letter of Credit may be for an initial term of fifteen (15) months so long as it provides that Landlord may immediately draw the full amount of the Letter of Credit if the
                                                                                                                                \nissuer does not give Landlord written notice of renewal for additional successive periods of twelve (12) months at least sixty (60) days prior to the expiration date. Landlord is
                                                                                                                                \nauthorized to draw on the Letter of Credit from time to time in the event that (i) Landlord advises the issuer of the Letter of Credit that there is an Event of Default by Tenant under this
                                                                                                                                \nLease, or (ii) the issuer gives Landlord notice that the Letter of Credit will be terminated or will expire prior to the initial term of fifteen (15) months, or (iii) the issuer
                                                                                                                                \ndoes not give Landlord a written notice of renewal of the term of the Letter of Credit as required by the preceding sentence. In the event Landlord shall draw on the Letter of Credit in the
                                                                                                                                \ncircumstances described in clause (i) of this paragraph, Landlord shall be permitted to draw an amount necessary in Landlord’s good faith estimation to fully cure any such Event of Default,
                                                                                                                                \nincluding any damage, injury, expense or liability caused or projected to be caused by such Event of Default, and Tenant shall, on demand from Landlord, increase the Letter of Credit up to its full
                                                                                                                                \noriginal amount. In the event Landlord shall draw on the Letter of Credit in the circumstances described in clause (ii) or (iii) of this paragraph, Landlord shall be permitted to draw
                                                                                                                                \nthe entire amount of the Letter of Credit. Landlord may draw on the Letter of Credit regardless of whether or not Tenant disputes that an Event of Default has occurred and regardless of any other
                                                                                                                                \ndisputes or claims between the parties. Landlord shall not be required to deliver any certifications or documentation of any kind to the issuer in order to make a draw, other than Landlord’s written
                                                                                                                                \ndemand certifying that an Event of Default has occurred. The issuer shall not be required to conduct any inquiry or investigation before paying Landlord the requested amount of the draw. Landlord may
                                                                                                                                \nassign, transfer or pledge the Letter of Credit to any lender or purchaser in connection with any financing or sale of the Premises. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                TENANT’S REMEDIES  <\/b><\/p>\n
                                                                                                                                  \n
                                                                                                                                  \n
                                                                                                                                  20.<\/dt>\n
                                                                                                                                  The
                                                                                                                                  \nliability of Landlord to Tenant for any default by Landlord under the terms of this Lease are not personal obligations of the Landlord or other trustees, advisors, partners,
                                                                                                                                  \ndirectors, officers and shareholders of Landlord, and Tenant agrees to look solely to Landlord’s interest in the Building (including net revenues generated by the Building) together with proceeds of
                                                                                                                                  \nsale, insurance proceeds, and any award or settlement in eminent domain for the recovery of any amount from Landlord, and shall not look to other assets of Landlord nor seek recourse against the
                                                                                                                                  \nassets of the Landlord or other trustees, advisors, partners, directors, officers and members of Landlord. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                  ASSIGNMENT AND SUBLETTING  <\/b><\/p>\n
                                                                                                                                    \n
                                                                                                                                    \n
                                                                                                                                    21.<\/dt>\n
                                                                                                                                    A.
                                                                                                                                    \nGeneral<\/b>. Tenant shall not assign this Lease or sublet the Premises or any part thereof without Landlord’s prior written approval.
                                                                                                                                    \nIf Tenant desires to assign this Lease, it must demonstrate that the potential assignee has adequate credit, demonstrate to the Landlord’s satisfaction that the potential assignee’s proposed use of
                                                                                                                                    \nthe Premises is compatible with the <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                    20<\/p>\n
                                                                                                                                    \n
                                                                                                                                      \n
                                                                                                                                        \n
                                                                                                                                        Building
                                                                                                                                        \nand complies with all applicable Regulations. If Tenant desires to assign this Lease or sublet any or all of the Premises, Tenant shall give Landlord written notice at least fifteen
                                                                                                                                        \n(15) days but not more than ninety (90) days prior to the date Tenant desires the assignment or sublease to be effective. At that time, Tenant shall submit in writing to Landlord
                                                                                                                                        \n(i) the name of the proposed subtenant or assignee; (ii) the nature of the proposed subtenant’s or assignee’s business to be carried on in the Premises together with a detailed
                                                                                                                                        \ndescription of the proposed subtenant’s or assignee’s business experience and duration of the current enterprise; (iii) the terms and provisions of the proposed sublease or assignments and the
                                                                                                                                        \nproposed effective date thereof; and (iv) such financial information as Landlord may request concerning the proposed subtenant or assignee. The submission pursuant to clause (v) shall
                                                                                                                                        \ninclude a copy of any agreement, escrow instructions or other document which contains or memorializes the terms and provisions of the transaction for which Landlord’s consent is required. Landlord’s
                                                                                                                                        \nconsent to a proposed assignment or sublet shall not be unreasonably withheld. Without limiting the other instances in which it may be reasonable for Landlord to withhold Landlord’s consent to an
                                                                                                                                        \nassignment or subletting, Landlord and Tenant acknowledge that it shall be reasonable for Landlord to withhold landlord’s consent in the following instances: (i) the use of the Premises by such
                                                                                                                                        \nproposed assignee or subtenant would not be a permitted use; (ii) the proposed assignee or subtenant is not of sound financial condition, as reasonably determined by Landlord after receipt of
                                                                                                                                        \nthe proposed assignee’s financial statements in form satisfactory to Landlord; (iii) the proposed assignee or subtenant is a governmental agency; (iv) the proposed assignee or subtenant
                                                                                                                                        \ndoes not have a good reputation as a tenant of property; (v) the proposed assignee or subtenant is a person with whom Landlord is negotiating to lease space in the Building; (vi) the
                                                                                                                                        \nassignment or subletting would entail any alterations which would lessen the value of the leasehold improvements in the Premises; or (vii) if Tenant is in Default of any obligation of Tenant
                                                                                                                                        \nunder this Lease, or Tenant has defaulted under this Lease on three (3) or more occasions during any twelve (12) months preceding the date that Tenant shall request consent. Failure by
                                                                                                                                        \nLandlord to approve a proposed assignee or subtenant shall not cause a termination of this Lease. Notwithstanding anything to the contrary in this Paragraph 21, Tenant shall have the right to
                                                                                                                                        \nassign the Premises to any entity without first obtaining consent of Landlord resulting from a merger
                                                                                                                                        \nor consolidation with Tenant, a public offering and sale of some or all of Tenant’s stock, a transfer of shares of Tenant’s stock on the public stock exchange, or a transfer of the Lease in connection
                                                                                                                                        \nwith the sale of all or substantially all of Tenant’s assets; provided that: (a) Tenant shall not be in Default of any of its obligations under this Lease and shall not have previously
                                                                                                                                        \ndefaulted under this Lease on three (3) or more occasions during any twelve (12) month period preceding the date of such transaction, (b) Tenant shall give Landlord at least
                                                                                                                                        \nthirty (30) days prior written notice of any such proposed transaction, and (c) the entity which results from the merger, consolidation or other transaction of Tenant shall have a net
                                                                                                                                        \nequity of at least Ten Million and no\/100th<\/sup> Dollars ($10,000,000.00) which has been demonstrated in appropriate documentation delivered to Landlord prior to the occurrence of such
                                                                                                                                        \ntransaction. Tenant shall reimburse Landlord, on demand, for all reasonable costs and expenses incurred by Landlord in connection with any proposed assignment or subleasing by Tenant, including
                                                                                                                                        \nreasonable attorney’s fees, as established by Landlord from time to time, in connection with Landlord’s review and consideration of any such request for Landlord’s consent. <\/p>\n<\/ul>\n
                                                                                                                                          \n
                                                                                                                                          B.  Termination<\/b>. At any time within fifteen (15) days after Landlord’s receipt of the last information specified in subsection 21A, above,
                                                                                                                                          \nLandlord may by written notice to Tenant elect (i) to disapprove of such assignment or sublease; (ii) to approve such sublease or assignment; or (iii) to terminate this lease as
                                                                                                                                          \nto the portion (including all) of the Premises so proposed to be subleased or assigned. Should Landlord so elect to terminate this Lease, all of the obligations of the of the parties thereunder shall
                                                                                                                                          \nterminate on the later of sixty (60) days <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                          21<\/p>\n
                                                                                                                                          \n
                                                                                                                                            \n
                                                                                                                                              \n
                                                                                                                                              \nfollowing Landlord’s notice to Tenant of its election hereunder or the effective date of the proposed assignment or subletting sought by the Tenant but in no event later than one hundred twenty
                                                                                                                                              \n(120) days following the date of Landlord’s election hereunder. At the time of termination all obligations of both parties hereunder shall terminate as to obligations thereafter accruing except
                                                                                                                                              \nas otherwise expressly provided in this Lease. Landlord shall have the option to recapture the Premises only if the sublease or assignment, together with any previous subleases or assignments, covers
                                                                                                                                              \n40% or more of the Premises or is for a period of three (3) or more years. <\/p>\n
                                                                                                                                              C.  Bonus Rent<\/b>. Any Rent or other consideration realized by Tenant under any approved sublease or assignment in excess of the Rent payable hereunder,
                                                                                                                                              \nafter deducting on an amortized basis Tenant’s actual payment of a reasonable brokerage commission, reasonable attorneys’ fees related to the subletting, and reasonable costs of Tenant’s improvements
                                                                                                                                              \nto the subleased or assigned premises for the subtenant’s use, shall be divided and paid, fifty percent (50%) to Tenant, and fifty percent (50%) to Landlord. <\/p>\n
                                                                                                                                              D.
                                                                                                                                              \nCorporation<\/b>. If Tenant is a corporation, a transfer of corporate shares by sale, assignment, bequest, inheritance, operation of law or other
                                                                                                                                              \ndisposition (including such a transfer to or by a receiver or trustee in federal or state bankruptcy, insolvency or other proceedings), so as to result in a change in the present control of such
                                                                                                                                              \ncorporation or any of its parent corporations by the person or persons owning a majority of said corporate shares, shall constitute an assignment for purposes of this Lease. <\/p>\n
                                                                                                                                              E.
                                                                                                                                              \nPartnership<\/b>. If Tenant is a partnership, joint venture or other incorporated business form, a transfer of the interest of persons, firms or entities
                                                                                                                                              \nresponsible for managerial control of Tenant by sale, assignment, bequest, inheritance, operation of law or other disposition, so as to result in a change in the present control of said entity and\/or
                                                                                                                                              \na change in the identity of the persons responsible for the general credit obligations of said entity shall constitute an assignment for all purposes of this Lease. <\/p>\n
                                                                                                                                              F.  Liability<\/b>. No assignment or subletting by Tenant shall relieve Tenant of any obligation under this Lease. Any assignment or subletting which
                                                                                                                                              \nconflicts with the provisions hereof shall be void. <\/p>\n
                                                                                                                                              G.
                                                                                                                                              \nOptions<\/b>. Tenant must be in possession of the entire Premises in order to exercise its options to expand, and\/or expend under this Lease. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                              AUTHORITY OF PARTIES  <\/b><\/p>\n
                                                                                                                                                \n
                                                                                                                                                \n
                                                                                                                                                22.<\/dt>\n
                                                                                                                                                Landlord
                                                                                                                                                \nrepresents and warrants that it has full right and authority to enter into this Lease and to perform all of Landlord’s obligations hereunder. Tenant represents and warrants
                                                                                                                                                \nthat it has full right and authority to enter into this Lease and to perform all of Tenant’s obligations hereunder. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                CONDEMNATION  <\/b><\/p>\n
                                                                                                                                                  \n
                                                                                                                                                  \n
                                                                                                                                                  23.<\/dt>\n
                                                                                                                                                  A.
                                                                                                                                                  \nCondemnation Resulting in Termination<\/b>. If the whole or any substantial part of the Premises and\/or the Building should be taken or
                                                                                                                                                  \ncondemned for any public use under governmental law, ordinance or regulation, or by right of eminent domain, or by private purchase in lieu thereof, and the taking would prevent or materially
                                                                                                                                                  \ninterfere with the Permitted Use of the Premises, this Lease shall terminate and the Rent shall be abated during the unexpired portion of this Lease, effective when the physical taking of said
                                                                                                                                                  \nPremises shall have occurred. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                  22<\/p>\n
                                                                                                                                                  \n
                                                                                                                                                    \n
                                                                                                                                                      \n<\/ul>\n<\/ul>\n
                                                                                                                                                        \n
                                                                                                                                                          \n
                                                                                                                                                          B.
                                                                                                                                                          \nCondemnation Not Resulting in Termination<\/b>. If a portion of the Premises are to be taken or condemned for any public use under any governmental law,
                                                                                                                                                          \nordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof, and this Lease is not terminated as provided in Paragraph 23.A above, this Lease shall not
                                                                                                                                                          \nterminate, but the Rent payable hereunder during the unexpired portion of the Lease shall be reduced, beginning on the date when the physical taking shall have occurred, to such amount as may be fair
                                                                                                                                                          \nand reasonable under all of the circumstances. <\/p>\n
                                                                                                                                                          C.
                                                                                                                                                          \nAward<\/b>. Landlord shall be entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in
                                                                                                                                                          \nconnection with such taking or conveyance and Tenant shall have no claim against Landlord or otherwise for the value of any unexpired portion of this Lease. Notwithstanding the foregoing, any
                                                                                                                                                          \ncompensation specifically awarded Tenant for loss of business, Tenant’s personal property, moving costs or loss of goodwill, shall be and remain the property of Tenant and Tenant shall have the right
                                                                                                                                                          \nto make any claim for the value of its interest in the Property, including, without limitation, the unamortized value of Tenant Improvements paid for by Tenant, as set forth in  Exhibit B-2<\/i>,
                                                                                                                                                          \nincluding those items set forth in Exhibit B-3<\/i>. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                          CASUALTY DAMAGE  <\/b><\/p>\n
                                                                                                                                                            \n
                                                                                                                                                            \n
                                                                                                                                                            24.<\/dt>\n
                                                                                                                                                            A.  General<\/b>. If the Premises or the Building should be damaged or destroyed by fire, tornado, earthquake or other casualty, Tenant
                                                                                                                                                            \nshall give immediate written notice thereof to Landlord. Within thirty (30) days after Landlord’s receipt of such notice, Landlord shall notify Tenant whether in Landlord’s reasonable opinion
                                                                                                                                                            \nsuch repairs can reasonably be made either: (1) within (90) days; (2) in more than (90) days but in less than one hundred eighty (180) days; or (3) in more
                                                                                                                                                            \nthan one hundred eighty (180) days from the date of such notice. Landlord’s determination shall be binding on Tenant. <\/dd>\n<\/dl>\n
                                                                                                                                                              \n
                                                                                                                                                              B.  Less than 90 Days<\/b>. If the Premises or the Building should be damaged by fire, tornado, earthquake or other casualty but only to such extent that
                                                                                                                                                              \nrebuilding or repairs can in Landlord’s estimation be reasonably completed within ninety (90) days after the date of such damage, this Lease shall not terminate, and provided that insurance
                                                                                                                                                              \nproceeds are available to fully repair the damage, Landlord shall proceed to rebuild and repair the Premises in the manner determined by Landlord, except that Landlord shall not be required to
                                                                                                                                                              \nrebuild, repair or replace any part of the partitions, Fixtures, additions and other leasehold improvements which may have been placed in, on or about the Premises. If the Premises are untenantable in
                                                                                                                                                              \nwhole or in part following such damage, the Rent payable hereunder during the period in which they are untenantable shall be abated proportionately, but only to the extent the Premises are unfit for
                                                                                                                                                              \noccupancy. <\/p>\n
                                                                                                                                                              C.
                                                                                                                                                              \nGreater than 90 Days<\/b>. If the Premises or the Building should be damaged by fire, tornado, earthquake or other casualty but only to such extent that
                                                                                                                                                              \nrebuilding or repairs can in Landlord’s estimation be reasonably completed in more than ninety (90) days but in less than one hundred eighty (180) days, then Landlord shall have the
                                                                                                                                                              \noption of either: (1) terminating the Lease effective upon the date of the occurrence of such damage, in which event the Rent shall be abated during the unexpired
                                                                                                                                                              \nportion of the Lease; or (2) electing to rebuild or repair the Premises to substantially the condition in which they existed prior to such damage, provided that insurance proceeds are
                                                                                                                                                              \navailable, to fully repair the damage, except that Landlord shall not be required to rebuild, repair or replace any part of the partitions, Fixtures, additions and other improvements which may have
                                                                                                                                                              \nbeen placed in, on or about the Premises. If the Premises are untenantable in whole or in part following such damage, the Rent payable hereunder during the period in which they are untenantable shall
                                                                                                                                                              \nbe abated proportionately, but only to the extent the Premises are unfit for occupancy. In the event that <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                              23<\/p>\n
                                                                                                                                                              \n
                                                                                                                                                                \n
                                                                                                                                                                  \n
                                                                                                                                                                  \nLandlord should fail to complete such repairs and rebuilding within one hundred eighty days (180) days after the date upon which Landlord is notified by Tenant of such damage, such period of
                                                                                                                                                                  \ntime to be extended for delays caused by the fault or neglect of Tenant or because of acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather,
                                                                                                                                                                  \ninability to obtain materials, supplies or fuels, or delays of the contractors or subcontractors or any other causes or contingencies beyond the reasonable control of Landlord, Tenant may at Tenant’s
                                                                                                                                                                  \noption within ten (10) days after the expiration of such one hundred eighty (180) day period (as such may be extended), terminate this Lease by delivering written notice of termination
                                                                                                                                                                  \nto Landlord as Tenant’s exclusive remedy, whereupon all rights hereunder shall cease and terminate thirty (30) days after Landlord’s receipt of such termination notice. <\/p>\n
                                                                                                                                                                  D.
                                                                                                                                                                  \nGreater than 180 Days<\/b>. If the Premises or the Building should be so damaged by fire, tornado, earthquake or other casualty that rebuilding or repairs
                                                                                                                                                                  \ncannot in Landlord’s reasonable estimation be completed within one hundred eighty (180) days after such damage, this Lease shall terminate and the Rent shall be abated during the unexpired
                                                                                                                                                                  \nportion of this Lease, effective upon the date of the occurrence of such damage. <\/p>\n
                                                                                                                                                                  E.
                                                                                                                                                                  \nTenant’s Fault<\/b>. If the Premises or any other portion of the Building is damaged by fire or other casualty resulting from the fault, negligence, or
                                                                                                                                                                  \nbreach of this Lease by Tenant or any of Tenant’s Parties, Base Rent and Additional Rent shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost
                                                                                                                                                                  \nand expense of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. <\/p>\n
                                                                                                                                                                  F.
                                                                                                                                                                  \nUninsured Casualty<\/b>. Notwithstanding anything herein to the contrary, in the event that the Premises or the Building is damaged or destroyed and are
                                                                                                                                                                  \nnot fully covered by the insurance proceeds received by Landlord or in the event that the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises requires that the
                                                                                                                                                                  \ninsurance proceeds be applied to such indebtedness, then in either case Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within thirty
                                                                                                                                                                  \n(30) days after the date of notice to Landlord that said damage or destruction is not fully covered by insurance or such requirement is made by any such holder, as the case may be, whereupon
                                                                                                                                                                  \nall rights and obligations hereunder shall cease and terminate. <\/p>\n
                                                                                                                                                                  G.
                                                                                                                                                                  \nWaiver<\/b>. Except as otherwise provided in this Paragraph 24, Tenant hereby waives the provisions of Sections 1932(a), 1933(4), 1941 and 1942 of
                                                                                                                                                                  \nthe Civil Code of California. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                  HOLDING OVER  <\/b><\/p>\n
                                                                                                                                                                    \n
                                                                                                                                                                    \n
                                                                                                                                                                    25.<\/dt>\n
                                                                                                                                                                    If
                                                                                                                                                                    \nTenant shall retain possession of the Premises or any portion thereof without Landlord’s consent following the expiration of the Lease or sooner termination for any reason, then
                                                                                                                                                                    \nTenant shall pay to Landlord for each day of such retention one hundred and fifty percent (150%) of the amount of the daily rental as of the last month prior to the date of expiration or termination.
                                                                                                                                                                    \nTenant shall also indemnify, defend, protect and hold Landlord harmless from any loss, liability or cost, including reasonable attorneys’ fees, resulting from delay by Tenant in surrendering the
                                                                                                                                                                    \nPremises, including, without limitation, any claims made by any succeeding tenant founded on such delay. Acceptance of Rent by Landlord following expiration or termination shall not constitute a
                                                                                                                                                                    \nrenewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord’s right of reentry or any other right, Unless Landlord consents in writing to Tenant’s holding over,
                                                                                                                                                                    \nTenant shall be only a Tenant at sufferance, whether or not Landlord accepts any Rent from Tenant while Tenant is holding over without Landlord’s written consent. Additionally, in the event that upon
                                                                                                                                                                    \ntermination of the Lease, <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                    24<\/p>\n
                                                                                                                                                                    \n
                                                                                                                                                                      \n
                                                                                                                                                                        \n
                                                                                                                                                                        Tenant
                                                                                                                                                                        \nhas not fulfilled its obligation with respect to repairs and cleanup of the Premises or any other Tenant obligations as set forth in this Lease, then Landlord shall have the right to perform
                                                                                                                                                                        \nany such obligations as it deems necessary at Tenant’s sole cost and expense, and any time required by Landlord to complete such obligations shall be considered a period of holding over and the terms
                                                                                                                                                                        \nof this Paragraph 25 shall apply. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                        DEFAULT  <\/b><\/p>\n
                                                                                                                                                                          \n
                                                                                                                                                                          \n
                                                                                                                                                                          26.<\/dt>\n
                                                                                                                                                                          A.
                                                                                                                                                                          \nEvents of Default<\/b>. The occurrence of any of the following shall constitute an event of default (“Event of
                                                                                                                                                                          \nDefault<\/b>” or “Default<\/b>“) on the part of Tenant: <\/dd>\n<\/dl>\n
                                                                                                                                                                            \n
                                                                                                                                                                              \n
                                                                                                                                                                              (1)  Abandonment<\/b>. Abandonment of the Premises for a continuous period in excess of thirty (30) business days will not be an Event of Default so
                                                                                                                                                                              \nlong as Tenant timely performs all other monetary and non-monetary obligations under this Lease and keeps the Premises locked and secured. Tenant waives any right to notice Tenant may have
                                                                                                                                                                              \nunder Section 1951.3 of the Civil Code of the State of
                                                                                                                                                                              \nCalifornia, the terms of this Paragraph 26.A being deemed such notice to Tenant as required by said Section 1951.3. <\/p>\n
                                                                                                                                                                              (2)
                                                                                                                                                                              \nNonpayment of Rent<\/b>. Failure to pay any installment of Rent or any other amount due and payable hereunder within five (5) days following the
                                                                                                                                                                              \ndate when said payment is due. <\/p>\n
                                                                                                                                                                              (3)  Other Obligations<\/b>. Failure to perform any obligation, agreement or covenant under this Lease other than those matters specified in subparagraphs
                                                                                                                                                                              \n(1) and (2) of this Paragraph 26.A, such failure continuing for fifteen (15) days after written notice of such failure. In the event Tenant has commenced to cure the
                                                                                                                                                                              \nfailure of performance within the fifteen (15) day period, but has not completed the cure despite diligent attempts to do so, Tenant shall have an additional period not to exceed thirty
                                                                                                                                                                              \n(30) additional days after such fifteen (15) day period to complete such cure so long as Tenant continues to diligently pursue the cure to completion during such additional thirty
                                                                                                                                                                              \n(30) day period. <\/p>\n
                                                                                                                                                                              (4)  General Assignment<\/b>. A general assignment by Tenant for the benefit of creditors. <\/p>\n
                                                                                                                                                                              (5)
                                                                                                                                                                              \nBankruptcy<\/b>. The filing of any voluntary petition in bankruptcy by Tenant, or the filing of an involuntary petition by Tenant’s creditors, which
                                                                                                                                                                              \ninvoluntary petition remains undischarged for a period of sixty (60) days. In the event that under applicable law the trustee in bankruptcy or Tenant has the right to affirm this Lease and
                                                                                                                                                                              \ncontinue to perform the obligations of Tenant hereunder, such trustee or Tenant shall, in such time period as may be permitted by the bankruptcy court having jurisdiction, cure all Defaults of Tenant
                                                                                                                                                                              \nhereunder outstanding as of the date of the affirmance of this Lease and provide to Landlord such adequate assurances as may be necessary to ensure Landlord of the continued performance of Tenant’s
                                                                                                                                                                              \nobligations under this Lease. <\/p>\n
                                                                                                                                                                              (6)
                                                                                                                                                                              \nReceivership<\/b>. The employment of a receiver to take possession of substantially all of Tenant’s assets or the Premises, if such appointment remains
                                                                                                                                                                              \nundismissed or undischarged for a period of sixty (60) days after the order therefor. <\/p>\n
                                                                                                                                                                              (7)
                                                                                                                                                                              \nAttachment<\/b>. The attachment, execution or other judicial seizure of all or substantially all of Tenant’s assets or the Premises, if such attachment
                                                                                                                                                                              \nor other seizure remains undismissed or undischarged for a period of sixty (60) days after the levy thereof. <\/p>\n
                                                                                                                                                                              (8)  Delays<\/b>. Any delay in the construction of Landlord’s Work caused by Tenant or Tenant’s Work as provided in  Exhibit B.<\/i><\/p>\n<\/ul>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                              25<\/p>\n
                                                                                                                                                                              \n
                                                                                                                                                                                \n
                                                                                                                                                                                  \n
                                                                                                                                                                                  B.  Remedies Upon Default<\/b>. <\/p>\n
                                                                                                                                                                                    \n
                                                                                                                                                                                    (1)  Termination<\/b>. In the event of the occurrence of any Event of Default, Landlord shall have the right to give a written termination notice to Tenant,
                                                                                                                                                                                    \nand on the date specified in such notice, Tenant’s right to possession shall terminate, and this Lease shall terminate unless on or before such date all arrears of rental and all other sums payable by
                                                                                                                                                                                    \nTenant under this Lease and all reasonable costs and expenses incurred by or on behalf of Landlord hereunder shall have been paid by Tenant and all other Events of Default of this Lease by Tenant at
                                                                                                                                                                                    \nthe time existing shall have been fully remedied to the satisfaction of Landlord. At any time after such termination, Landlord may recover possession of the Premises or any part thereof and expel and
                                                                                                                                                                                    \nremove therefrom Tenant and any other person occupying the same, by any lawful means, and again repossess and enjoy the Premises without prejudice to any of the remedies that Landlord may have under
                                                                                                                                                                                    \nthis Lease, or at law or equity by reason of Tenant’s Default or of such termination. <\/p>\n
                                                                                                                                                                                    (2)
                                                                                                                                                                                    \nContinuation After Default<\/b>. Even though an Event of Default may have occurred, this Lease shall continue in effect for so long as Landlord does not
                                                                                                                                                                                    \nterminate Tenant’s right to possession under Paragraph 26.B(1) hereof, and Landlord may enforce all of Landlord’s rights and remedies under this Lease, including without limitation, the right
                                                                                                                                                                                    \nto recover Rent as it becomes due, and Landlord, without terminating this Lease, may exercise all of the rights and remedies of a landlord under Section 1951.4 of the Civil Code of the State of
                                                                                                                                                                                    \nCalifornia or any successor code section. Acts of maintenance, preservation or efforts to lease the Premises or the appointment of a receiver upon application of Landlord to protect Landlord’s
                                                                                                                                                                                    \ninterest under this Lease shall not constitute an election to terminate Tenant’s right to possession. <\/p>\n<\/ul>\n
                                                                                                                                                                                    C.
                                                                                                                                                                                    \nDamages After Default<\/b>. Should Landlord terminate this Lease pursuant to the provisions of Paragraph 26.B(l) hereof, Landlord shall have the
                                                                                                                                                                                    \nrights and remedies of a Landlord provided by Section 1951.2 of the Civil Code of the State of California, or successor code sections. Upon such termination, in addition to any other rights and
                                                                                                                                                                                    \nremedies to which Landlord may be entitled under applicable law, Landlord shall be entitled to recover from Tenant: (1) the worth at the time of award of the unpaid Rent and other amounts which
                                                                                                                                                                                    \nhad been earned at the time of termination, (2) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination until the time of award
                                                                                                                                                                                    \nexceeds the amount of such Rent loss that Tenant proves could have been reasonably avoided; (3) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term
                                                                                                                                                                                    \nafter the time of award exceeds the amount of such Rent loss that the Tenant proves could be reasonably avoided; and (4) any other amount necessary to compensate Landlord for all the detriment
                                                                                                                                                                                    \nproximately caused by Tenant’s failure to perform Tenant’s obligations under this Lease or which, in the ordinary course of things, would be likely to result therefrom. The “worth at the time of
                                                                                                                                                                                    \naward” of the amounts referred to in (1) and (2), above shall be computed at the lesser of the “prime rate,” as announced from time to time by Wells Fargo, N.A. (San Francisco) plus five
                                                                                                                                                                                    \n(5) percentage points, or the maximum interest rate allowed by law (“Applicable Interest Rate”). The “worth at the time of award” of the amount referred to in (3) above shall be computed
                                                                                                                                                                                    \nby discounting such amount at the Federal Discount Rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%). If this Lease provides for any periods during the
                                                                                                                                                                                    \nTerm during which Tenant is not required to pay Base Rent or if Tenant otherwise receives a Rent concession, then upon the occurrence of an Event of Default, Tenant shall owe to Landlord the full
                                                                                                                                                                                    \namount of such Base Rent or value of such Rent concession, plus interest at the Applicable Interest Rate, calculated from the date that such Base Rent or Rent concession would have been payable. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                    26<\/p>\n
                                                                                                                                                                                    \n
                                                                                                                                                                                      \n
                                                                                                                                                                                        \n
                                                                                                                                                                                        \nD. Late Charge<\/b>. If any installment of Rent is not received by the Landlord from the Tenant by the Fifth (5th<\/sup>) day of each calendar month,
                                                                                                                                                                                        \nsuch amount shall bear interest at the Applicable Interest Rate from the date on which said payment shall be due until the date on which Landlord shall receive said payment. In addition, Tenant shall
                                                                                                                                                                                        \npay Landlord a late charge equal to six percent (6%) of the delinquency, to compensate Landlord for the loss of the use of the amount not paid and the administrative costs caused by the delinquency,
                                                                                                                                                                                        \nthe parties agreeing that Landlord’s damage by virtue of such delinquencies would be difficult to compute and the amount stated herein represents a reasonable estimate thereof. This provision shall
                                                                                                                                                                                        \nnot relieve Tenant of Tenant’s obligation to pay Rent at the time and in the manner herein specified. <\/p>\n
                                                                                                                                                                                        E.
                                                                                                                                                                                        \nRemedies Cumulative<\/b>. All rights, privileges and elections or remedies of the parties are cumulative and not alternative, to the extent permitted by
                                                                                                                                                                                        \nlaw and except as otherwise provided herein. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                        LIENS  <\/b><\/p>\n
                                                                                                                                                                                          \n
                                                                                                                                                                                          \n
                                                                                                                                                                                          27.<\/dt>\n
                                                                                                                                                                                          Tenant
                                                                                                                                                                                          \nshall keep the Premises free from liens arising out of or related to work performed, materials or supplies furnished or obligations incurred by Tenant or in connection with
                                                                                                                                                                                          \nwork made, suffered or done by or on behalf of Tenant in or on the Premises or the Building. In the event that Tenant shall not, within ten (10) business days following the imposition of any
                                                                                                                                                                                          \nsuch lien, cause the same to be released of record by payment or posting of a proper bond, Landlord shall have, in addition to all other remedies provided herein and by law, the right, but not the
                                                                                                                                                                                          \nobligation, to cause the same to be released by such means as Landlord shall deem proper, including payment of the claim giving rise to such lien. All sums paid by Landlord on behalf of Tenant and all
                                                                                                                                                                                          \nexpenses incurred by Landlord in connection therefor shall be payable to Landlord by Tenant on demand with interest at the Applicable Interest Rate. Landlord shall have the right at all times to post
                                                                                                                                                                                          \nand keep posted on the Premises any notices permitted or required by law, or which Landlord shall deem proper, for the protection of Landlord, the Premises, the Building and any other party having an
                                                                                                                                                                                          \ninterest therein, from mechanics’ and materialmen’s liens, and Tenant shall give Landlord not less than five (5) business days prior written notice of the commencement of any work in the
                                                                                                                                                                                          \nPremises or the Building which could lawfully give rise to a claim for mechanics’ or materialmen’s liens. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                          TRANSFERS BY LANDLORD  <\/b><\/p>\n
                                                                                                                                                                                            \n
                                                                                                                                                                                            \n
                                                                                                                                                                                            28.<\/dt>\n
                                                                                                                                                                                            In
                                                                                                                                                                                            \nthe event of a sale or conveyance by Landlord of the Building or a foreclosure by any creditor of Landlord, the same shall operate to release Landlord from any liability upon any
                                                                                                                                                                                            \nof the covenants or conditions, express or implied, herein contained in favor of Tenant; to the extent required to be performed after the passing of title to Landlord’s
                                                                                                                                                                                            \nsuccessor-in-interest. In such event, Tenant agrees to look solely to the responsibility of the successor-in-interest of Landlord under this Lease with
                                                                                                                                                                                            \nrespect to the performance of the covenants and duties of “Landlord” to be performed after the passing of title to Landlord’s successor-in-interest, This Lease shall not be
                                                                                                                                                                                            \naffected by any such sale and Tenant agrees to attorn to the purchaser or assignee. Landlord’s successor(s)-in-interest shall not have liability to Tenant with respect to the
                                                                                                                                                                                            \nfailure to perform all of the obligations of “Landlord”, to the extent required to be performed prior to the date such successor(s)-in-interest became the owner of the
                                                                                                                                                                                            \nBuilding. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                            RIGHT OF LANDLORD TO PERFORM TENANT’S COVENANTS  <\/b><\/p>\n
                                                                                                                                                                                              \n
                                                                                                                                                                                              \n
                                                                                                                                                                                              29.<\/dt>\n
                                                                                                                                                                                              All
                                                                                                                                                                                              \ncovenants and agreements to be performed by Tenant under any of the terms of this Lease shall be performed by Tenant at Tenant’s sole cost and expense and without any abatement
                                                                                                                                                                                              \nof Rent. If Tenant shall fail to pay any sum of money, other than Base Rent and Basic Operating <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                              27<\/p>\n
                                                                                                                                                                                              \n
                                                                                                                                                                                                \n
                                                                                                                                                                                                  \n
                                                                                                                                                                                                  Cost,
                                                                                                                                                                                                  \nrequired to be paid by Tenant hereunder or shall fail to per-form any other act on Tenant’s part to be performed hereunder, and such failure shall continue for five (5) days
                                                                                                                                                                                                  \nafter notice thereof by Landlord, Landlord may, but shall not be obligated to do so, and without waiving or releasing Tenant from any obligations of Tenant, make any such payment or perform any such
                                                                                                                                                                                                  \nact on Tenant’s part to be made or performed. All sums, so paid by Landlord and all necessary incidental costs together with interest thereon at the Applicable Interest Rate from the date of such
                                                                                                                                                                                                  \npayment by Landlord shall be payable to Landlord on demand, and Tenant covenants to pay such sums, and Landlord shall have, in addition to any other right or remedy of Landlord, the same right and
                                                                                                                                                                                                  \nremedies in the event of the non-payment thereof by Tenant as in the case of Default by Tenant in the payment of Base Rent and Basic Operating Cost. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                  WAIVER  <\/b><\/p>\n
                                                                                                                                                                                                    \n
                                                                                                                                                                                                    \n
                                                                                                                                                                                                    30.<\/dt>\n
                                                                                                                                                                                                    If
                                                                                                                                                                                                    \neither Landlord or Tenant waives the performance of any term, covenant or condition contained in this Lease, such waiver shall not be deemed to be a waiver of any subsequent
                                                                                                                                                                                                    \nbreach of the same or any other term, covenant or condition contained herein. The acceptance of Rent by Landlord shall not constitute a waiver of any preceding breach by Tenant of any term, covenant
                                                                                                                                                                                                    \nor condition of this Lease, regardless of Landlord’s knowledge of such preceding breach at the time Landlord accepted such Rent. Failure by Landlord to enforce any of the terms, covenants or
                                                                                                                                                                                                    \nconditions of this Lease for any length of time shall not be deemed to waive or to decrease the right of Landlord to insist thereafter upon strict performance by Tenant. Waiver by Landlord of any
                                                                                                                                                                                                    \nterm, covenant or condition contained in this Lease may only be made by a written document signed by Landlord. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                    NOTICE  <\/b><\/p>\n
                                                                                                                                                                                                      \n
                                                                                                                                                                                                      \n
                                                                                                                                                                                                      31.<\/dt>\n
                                                                                                                                                                                                      Each
                                                                                                                                                                                                      \nprovision of this Lease or of any applicable governmental laws,; ordinances, regulations and other requirements with reference to sending, mailing or delivery of any notice or
                                                                                                                                                                                                      \nthe making of any payment by Landlord or Tenant to the other shall be deemed to be complied with when and if the following steps are taken: <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                        \n
                                                                                                                                                                                                          \n
                                                                                                                                                                                                            \n
                                                                                                                                                                                                            A.
                                                                                                                                                                                                            \nRent<\/b>. All Rent and other payments required to be made by Tenant to Landlord hereunder shall be payable to Landlord at the address set forth in the
                                                                                                                                                                                                            \nBasic Lease Information, or at such other address as Landlord may specify from time to time by written notice delivered in accordance herewith. Tenant’s obligation to pay Rent and any other amounts to
                                                                                                                                                                                                            \nLandlord under the terms of this Lease shall not be deemed satisfied until such Rent and other amounts have been actually received by Landlord. <\/p>\n
                                                                                                                                                                                                            B.  Other<\/b>. All notices, demands, consents and approvals which may or are required to be given by either party to the other hereunder shall be in writing
                                                                                                                                                                                                            \nand either personally delivered, sent by commercial overnight courier, sent by facsimile, or mailed, certified or registered, postage prepaid, and addressed to the party to be notified at the address
                                                                                                                                                                                                            \nfor such party as specified in the Basic Lease Information and, in the case of Tenant, at the Premises or to such other place as the party to be notified may from time to time designate by at least
                                                                                                                                                                                                            \nfifteen (15) days notice to the notifying party. Notices shall be deemed served upon receipt or refusal to accept delivery. Tenant appoints as its agent to receive the service of all default
                                                                                                                                                                                                            \nnotices and notice of commencement of unlawful detainer proceedings the person in charge of or apparently in charge of occupying the Premises at the time. <\/p>\n<\/ul>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                            28<\/p>\n
                                                                                                                                                                                                            \n
                                                                                                                                                                                                              \n
                                                                                                                                                                                                                \n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                ATTORNEYS’ FEES  <\/b><\/p>\n
                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                  32.<\/dt>\n
                                                                                                                                                                                                                  In
                                                                                                                                                                                                                  \nthe event that Landlord places the enforcement of this Lease, or any part thereof, or the collection of any Rent due, or to become due hereunder, or recovery of possession of the
                                                                                                                                                                                                                  \nPremises in the hands of an attorney, Tenant shall pay to Landlord, upon demand, Landlord’s reasonable attorneys’ fees and court costs. In any action which Landlord or Tenant brings to enforce its
                                                                                                                                                                                                                  \nrespective rights hereunder, the unsuccessful party shall pay all costs incurred by the prevailing party including reasonable attorneys’ fees, to be fixed by the court, and said costs and attorneys’
                                                                                                                                                                                                                  \nfees shall be a part of the judgment in said action. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                  SUCCESSORS AND ASSIGNS  <\/b><\/p>\n
                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                    33.<\/dt>\n
                                                                                                                                                                                                                    This
                                                                                                                                                                                                                    \nLease shall be binding upon and inure to the benefit of Landlord, its successors and assigns, and shall be binding upon and inure to the benefit of Tenant, its successors, and
                                                                                                                                                                                                                    \nto the extent assignment is approved by Landlord hereunder, Tenant’s assigns. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                    FORCE MAJEURE  <\/b><\/p>\n
                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                      34.<\/dt>\n
                                                                                                                                                                                                                      In
                                                                                                                                                                                                                      \nthe event that Landlord shall be delayed, hindered in or prevented from the performance of any act or obligation required under this Lease by reason of acts of God, strikes,
                                                                                                                                                                                                                      \nlockouts, labor troubles or disputes, inability to procure or shortage of materials or labor, failure of power or utilities, delay in transportation, fire, vandalism, accident, flood, severe weather,
                                                                                                                                                                                                                      \nother casualty, governmental requirements (including mandated changes in the plans and specifications of Landlord’s Work resulting from changes in pertinent governmental requirements or
                                                                                                                                                                                                                      \ninterpretations thereof), riot, insurrection, civil commotion, sabotage, explosion, war, natural or local emergency acts or omissions of others, including Tenant, or other reasons of a similar or
                                                                                                                                                                                                                      \ndissimilar nature not solely the fault of, or under the exclusive control of, Landlord (individually and collectively, “Force Majeure<\/b>“), then
                                                                                                                                                                                                                      \nperformance of such act or obligation shall be excused for the period of the delay and the period for the performance of any such act or obligations shall be extended for the period equivalent to the
                                                                                                                                                                                                                      \nperiod of such delay <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                      BROKERAGE COMMISSION  <\/b><\/p>\n
                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                        35.<\/dt>\n
                                                                                                                                                                                                                        Landlord
                                                                                                                                                                                                                        \nshall pay a brokerage commission to Broker in accordance with a separate agreement between Landlord and Broker. Tenant warrants to Landlord that Tenant’s sole contact with
                                                                                                                                                                                                                        \nLandlord or with the Premises in connection with this transaction has been directly with Landlord and Broker, and that no other broker or finder can properly claim a right to a commission or a
                                                                                                                                                                                                                        \nfinder’s fee based upon contacts between the claimant and Tenant with respect to Landlord or the Premises. Tenant shall indemnify, defend by counsel acceptable to Landlord, protect and hold Landlord
                                                                                                                                                                                                                        \nharmless from and against any loss, cost or expense, including, but not limited to, attorneys’ fees and costs, resulting from any claim for a fee or commission by any broker or finder in connection
                                                                                                                                                                                                                        \nwith the Premises and this Lease other than Broker. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                        29<\/p>\n
                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                            \n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                              MISCELLANEOUS  <\/b><\/p>\n
                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                              36.<\/dt>\n
                                                                                                                                                                                                                              A.
                                                                                                                                                                                                                              \nGeneral<\/b>. The terms “Tenant and\/or Landlord” or any pronoun used in place thereof shall indicate and include the masculine or
                                                                                                                                                                                                                              \nfeminine, the singular or plural number, individuals, firms or corporations, and their respective successors, executors, administrators and permitted assigns, according to the context hereof. <\/dd>\n<\/dl>\n
                                                                                                                                                                                                                                \n
                                                                                                                                                                                                                                B.
                                                                                                                                                                                                                                \nTime<\/b>. Time is of the essence regarding this Lease and all of its provisions. <\/p>\n
                                                                                                                                                                                                                                C.
                                                                                                                                                                                                                                \nChoice of Law<\/b>. This Lease shall in all respects be governed by the laws of the State of California. <\/p>\n
                                                                                                                                                                                                                                D.
                                                                                                                                                                                                                                \nEntire Agreement<\/b>. This Lease, together with its exhibits, contains all the agreements of the parties hereto and supersedes any previous negotiations.
                                                                                                                                                                                                                                \nThere have been no representations made by the Landlord or understandings made between the parties other than those set forth in this Lease and its exhibits. <\/p>\n
                                                                                                                                                                                                                                E.  Modification<\/b>. This Lease may not be modified except by a written instrument signed by the parties hereto. <\/p>\n
                                                                                                                                                                                                                                F.
                                                                                                                                                                                                                                \nSeverability<\/b>. If, for any reason whatsoever, any of the provisions hereof shall be unenforceable or ineffective, all of the other provisions shall be
                                                                                                                                                                                                                                \nand remain in full force and effect. <\/p>\n
                                                                                                                                                                                                                                G.
                                                                                                                                                                                                                                \nRecordation<\/b>. Tenant shall not record this Lease or a short form memorandum hereof. <\/p>\n
                                                                                                                                                                                                                                H.
                                                                                                                                                                                                                                \nExamination of Lease<\/b>. Submission of this Lease to Tenant does not constitute an option or offer to lease and this Lease is not effective otherwise
                                                                                                                                                                                                                                \nuntil execution and delivery by both Landlord and Tenant. <\/p>\n
                                                                                                                                                                                                                                I.  Accord and Satisfaction<\/b>. No payment by Tenant of a lesser amount than the Rent nor any endorsement on any check or letter accompanying any check or
                                                                                                                                                                                                                                \npayment of Rent shall be deemed an accord and satisfaction of full payment of Rent, and Landlord may accept such payment without prejudice to Landlord’s right to recover the balance of such Rent or to
                                                                                                                                                                                                                                \npursue other remedies. <\/p>\n
                                                                                                                                                                                                                                J.
                                                                                                                                                                                                                                \nEasements<\/b>. Landlord may grant easements on the real property upon which the Building is located and dedicate for public use portions of said real
                                                                                                                                                                                                                                \nproperty without Tenant’s consent; provided that no such grant or dedication shall substantially interfere with Tenant’s use of the Premises. Upon Landlord’s demand, Tenant shall execute, acknowledge
                                                                                                                                                                                                                                \nand deliver to Landlord documents, instruments, maps and plats necessary to effectuate Tenant’s covenants hereunder. <\/p>\n
                                                                                                                                                                                                                                K.
                                                                                                                                                                                                                                \nDrafting and Determination Presumption<\/b>. The parties acknowledge that this Lease has been agreed to by both the parties, that both Landlord and Tenant
                                                                                                                                                                                                                                \nhave consulted with attorneys with respect to the terms of this Lease and that no presumption shall be created against Landlord because Landlord drafted this Lease. Except as otherwise specifically
                                                                                                                                                                                                                                \nset forth in this Lease, with respect to any consent, determination or estimation of Landlord required in this Lease or requested of Landlord, Landlord’s consent, determination or estimation shall be
                                                                                                                                                                                                                                \nmade in Landlord’s good faith opinion, whether objectively reasonable or unreasonable. <\/p>\n
                                                                                                                                                                                                                                L.
                                                                                                                                                                                                                                \nExhibits<\/b>. Exhibits A <\/i>through G <\/i>attached hereto are
                                                                                                                                                                                                                                \nhereby incorporated herein by this reference. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                30<\/p>\n
                                                                                                                                                                                                                                \n
                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                                    \nM. No Light, Air or View Easement<\/b>. Any diminution or shutting off of light, air or view by any structure which may be erected on lands adjacent to or in
                                                                                                                                                                                                                                    \nthe vicinity of the Building shall in no way affect this Lease or impose any liability on Landlord. <\/p>\n
                                                                                                                                                                                                                                    N.
                                                                                                                                                                                                                                    \nNo Third Party Benefit<\/b>. This Lease is a contract between Landlord and Tenant and nothing herein is intended to create any third party benefit. <\/p>\n
                                                                                                                                                                                                                                    O.
                                                                                                                                                                                                                                    \nWaiver of Jury Trial<\/b>. IF ANY ACTION OR PROCEEDING BETWEEN LANDLORD AND TENANT TO ENFORCE THE PROVISIONS OF THIS LEASE (INCLUDING AN ACTION OR
                                                                                                                                                                                                                                    \nPROCEEDING BETWEEN LANDLORD AND THE TRUSTEE OR DEBTOR IN POSSESSION WHILE TENANT IS A DEBTOR IN A PROCEEDING UNDER ANY BANKRUPTCY LAW) PROCEEDS TO TRIAL, LANDLORD AND TENANT HEREBY WAIVE THEIR
                                                                                                                                                                                                                                    \nRESPECTIVE RIGHTS TO A JURY IN SUCH TRIAL. Landlord and Tenant agree that this Paragraph constitutes a written consent to waiver of trial by jury within the meaning of California Code of Civil
                                                                                                                                                                                                                                    \nProcedure
                                                                                                                                                                                                                                    \nSection 631(a)(2), and Tenant does hereby authorize and empower Landlord to file this Paragraph and or this Lease, as required, with the clerk or judge of any court of competent jurisdiction as
                                                                                                                                                                                                                                    \na written consent to waiver of jury trial. <\/p>\n
                                                                                                                                                                                                                                    P.
                                                                                                                                                                                                                                    \nCovenant of Quiet Enjoyment<\/b>. So long as Tenant is not in Default under this Lease, Tenant has the right to occupy and enjoy the Premises during the
                                                                                                                                                                                                                                    \nTerm of this Lease in peace and without disturbance from Landlord or any other party subject to Landlord’s supervision or control. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                    ADDITIONAL PROVISIONS  <\/b><\/p>\n
                                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                                      37.<\/dt>\n
                                                                                                                                                                                                                                      A.
                                                                                                                                                                                                                                      \nAnti-Discrimination<\/b>. There shall be no discrimination against or segregation of any person or group of persons, on
                                                                                                                                                                                                                                      \naccount of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the Premises, nor shall the
                                                                                                                                                                                                                                      \nLandlord or Tenant or any person claiming under or through the Landlord or Tenant, establish or permit any such practice or practices of discrimination or segregation with reference to the selection,
                                                                                                                                                                                                                                      \nlocation, number, use or occupancy of tenants, sublessees, subtenants, or venders in the Premises. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                          B.
                                                                                                                                                                                                                                          \nAdditional Space<\/b>. Provided that Tenant is not in Default and there is no act or omission of Tenant that would become a Default with the passage of
                                                                                                                                                                                                                                          \ntime or the giving of notice, Tenant shall be required to lease any portion of the Building (excepting retail space) not currently occupied by Tenant which becomes available for rent on the same terms
                                                                                                                                                                                                                                          \nand conditions as specified for other lease space provided herein. Landlord shall provide Tenant with a five (5) day written notice when Landlord determines at Landlord’s sole discretion that
                                                                                                                                                                                                                                          \nany portion of the Building (excepting retail space) not occupied by Tenant will become available for lease. Landlord agrees to furnish Tenant with an Interior Improvement allowance of
                                                                                                                                                                                                                                          \nTwenty-Five dollars and no\/100 ($ 25.00) per square foot for improvement of the additional rental space as part of the Building Improvements. This allowance shall be considered the
                                                                                                                                                                                                                                          \nLandlord’s total monetary contribution with respect to the Interior Improvements, which allowance shall be used for the payment of the direct cost of constructing the Interior Improvements described
                                                                                                                                                                                                                                          \nin Paragraph 37B. Tenant shall diligently pursue improvement of space and rent shall commence the earlier of Tenant occupancy or 60 days after Landlord makes space available for Tenant
                                                                                                                                                                                                                                          \nuse. <\/p>\n
                                                                                                                                                                                                                                          C.
                                                                                                                                                                                                                                          \nNotice to Lender of Default<\/b>. In the event that a notice of default (“Notice of Default<\/b>“) is served on
                                                                                                                                                                                                                                          \nLandlord, Tenant shall provide a copy of such Notice of Default to all lenders of whom Tenant has been notified for whose benefit a Deed of Trust then encumbers the Project (a
                                                                                                                                                                                                                                          \n“Beneficiary<\/b>“). <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                          31<\/p>\n
                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                              \nD. Lender’s Time to Cure<\/b>. In the event that Landlord is served with a Notice of Default and Landlord fails to cure such default within the time provided
                                                                                                                                                                                                                                              \nin this Lease, Beneficiary shall have an additional thirty (30) days within which to cure the default, commencing with its receipt of the Notice of Default, or if such default cannot be cured
                                                                                                                                                                                                                                              \nwithin that time, then such additional time as may be necessary to effect such cure if within such thirty (30) days the Beneficiary has commenced and is diligently pursuing the remedies
                                                                                                                                                                                                                                              \nnecessary to cure such default (including, but not limited to, commencement of foreclosure proceedings, if necessary to effect such cure). <\/p>\n
                                                                                                                                                                                                                                              E.
                                                                                                                                                                                                                                              \nSublease or Assignment of Tenant’s Existing Rental Premises. <\/b>Tenant shall immediately market the existing PayPal Rental Premises (“Rental Premises”)
                                                                                                                                                                                                                                              \nlocated at 1840 Embarcadero Road, Palo Alto, California for sublease or assignment. The Rental Premises shall be marketed for highest rent and best use of the Premises. In the event a sublease or
                                                                                                                                                                                                                                              \nassignment is entered into between Tenant and a third party, and the rent for said premises is in excess of $3.00 NNN per square foot (the “Sublease or Assignment Base
                                                                                                                                                                                                                                              \nRent<\/b>“), Landlord shall be entitled to fifty percent (50%) of all rent in excess of the Sublease Base Rent (the “Landlord
                                                                                                                                                                                                                                              \nShare<\/b>“), up to a maximum amount totaling twenty-five cents $.25 per rentable square foot at 303 Bryant Street for the entire term of the sublease or assignment
                                                                                                                                                                                                                                              \nafter first deducting on an amortized basis Tenant’s actual payment of a reasonable brokerage commission, reasonable attorney fee related to the subletting, and reasonable costs of Tenant’s
                                                                                                                                                                                                                                              \nimprovements for the subleased or assigned premises for the subtenant’s use. By way of example: if the Rental Premises are leased for $4.00 NNN per square foot (net of subleasing or assignment costs)
                                                                                                                                                                                                                                              \nthe Landlord shall be entitled to payment for the square foot area of the of sublease or assignment multiplied by fifty cents ($ .50) per square (fifty percent of the one dollar $1.00 amount in excess
                                                                                                                                                                                                                                              \nof the Sublease or Assignment Base Rent). The maximum amount of money “Landlord Share” shall not exceed $12,553.00 per month ($.25 multiplied by 50,210 square feet) if the rentable space at 303 Bryant
                                                                                                                                                                                                                                              \nStreet is 50,210 square feet, Tenant shall deliver the Landlord’s Share to Landlord within three days after receipt of payment by subtenant or Assignee during the term of the sublease or assignment.
                                                                                                                                                                                                                                              \nLandlord will only receive payment after the Subtenant or Assignee has paid rent. <\/p>\n
                                                                                                                                                                                                                                              F.
                                                                                                                                                                                                                                              \nECO Pass Program<\/b>. Tenant shall comply (pay for and participate in) with City of Mountain ECO Pass Program. Each employee shall be offered a VTA Bus,
                                                                                                                                                                                                                                              \nCalTrans and Lightrail pass to encourage mass transit participation. Landlord will monitor program participation and keep records for City of Mountain of View. <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                              32<\/p>\n
                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                \n
                                                                                                                                                                                                                                                  \n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                                      IN
                                                                                                                                                                                                                                                  \nWITNESS WHEREOF, the parties hereto have executed this Lease the day and year first above written. <\/p>\n\n\n\n\n\n\n\n\n\n\n\n\n\n
                                                                                                                                                                                                                                                   <\/td>\n <\/td>\n“Landlord”<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                  \n <\/td>\n <\/td>\nBRYANT STREET ASSOCIATES, LLC<\/b>, a California limited liability company<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                  \n <\/td>\n <\/td>\n\nBy:<\/td>\n <\/td>\n\n\/s\/ WILLIAM NEWELL   <\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                   <\/td>\n <\/td>\nIts:<\/td>\n <\/td>\nCo-managing Partner<\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                  \n <\/td>\n <\/td>\n\nBy:<\/td>\n <\/td>\n\n\/s\/ DON CUNNINGHAM   <\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                   <\/td>\n <\/td>\nIts:<\/td>\n <\/td>\nCo-managing Partner<\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                  \n <\/td>\n <\/td>\n\n“Tenant”<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                  \n <\/td>\n <\/td>\nPayPal, INC<\/b>., a Delaware corporation<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                  \n <\/td>\n <\/td>\n\nBy:<\/td>\n <\/td>\n\n\/s\/ PETER THIEL   <\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                   <\/td>\n <\/td>\nIts:<\/td>\n <\/td>\nChairman\/CEO<\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                  \n <\/td>\n <\/td>\n\nBy:<\/td>\n <\/td>\n\n\/s\/ SALVATORE T. GIAMBACO   <\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                   <\/td>\n <\/td>\nIts:<\/td>\n <\/td>\nVice President, Administration<\/p>\n
                                                                                                                                                                                                                                                  <\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                  33<\/p>\n
                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                  EXHIBIT A-1<\/p>\n
                                                                                                                                                                                                                                                      LEGAL DESCRIPTION OF PROPERTY    
                                                                                                                                                                                                                                                    <\/b><\/p>\n
                                                                                                                                                                                                                                                      Real property in the City of Mountain View, County of Santa Clara, State of California: <\/p>\n
                                                                                                                                                                                                                                                      Parcel
                                                                                                                                                                                                                                                  \n1, as shown on that certain Parcel Map which Map was filed for record in the Office of the Recorder of the County of Santa Clara, State of California, on April 16, 1979
                                                                                                                                                                                                                                                  \nin Book 439 of Maps at page(s) 29. <\/p>\n
                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                  EXHIBIT A-2<\/p>\n
                                                                                                                                                                                                                                                      PREMISES    
                                                                                                                                                                                                                                                    <\/b><\/p>\n
                                                                                                                                                                                                                                                      The Premises shall include all work as generally described below: <\/p>\n
                                                                                                                                                                                                                                                      Shell Improvements<\/i>: The term “Shell Improvements” shall include Core Improvements and shall mean the following which are to be
                                                                                                                                                                                                                                                  \nconstructed by Landlord’s Contractor, Vance Brown, Inc. in accordance with the plans and specifications and as generally described hereto (i) the shell of a three story office building
                                                                                                                                                                                                                                                  \ncontaining approximately 56,000 square feet (approximately 50,000 square feet are for the use of tenant), consisting of the building and garage foundation; the exterior walls (including the
                                                                                                                                                                                                                                                  \narchitectural skin of the building); floor slab for the first, second and third story; load bearing walls; roof system including mansard roof; the roof membrane; thermal insulation at the roof level
                                                                                                                                                                                                                                                  \nand at exterior walls as required by code; standard width interior stairways; two electric 5 story elevators (including cab finishes); toilet cores on each floor level; exterior doors and exterior
                                                                                                                                                                                                                                                  \ndoor hardware; 2,400 amp main building electrical service at 277\/480 volts (approximately 1,300 amps 277\/480v of main building electrical service for use by tenant); transformer; HVAC equipment and
                                                                                                                                                                                                                                                  \nmain trunk; Fire Sprinkler bulk main and branch line grid with up heads (and drop heads for all core improvements); Fire Sprinkler monitoring panel; and (ii) a 91 parking stall, two level below
                                                                                                                                                                                                                                                  \ngrade parking garage (for exclusive use by tenant); concrete paving and City sidewalks, curbs and gutters, irrigation system and landscaping; utility lines into building for storm sewer; sanitary
                                                                                                                                                                                                                                                  \nsewer; fire sprinkler; water; electrical. <\/p>\n
                                                                                                                                                                                                                                                      Interior Improvements<\/i>: The term “Interior Improvements” shall mean all improvements to be constructed by Landlord’s Contractor, Vance
                                                                                                                                                                                                                                                  \nBrown, Inc., or an independent contractor hired by Tenant (pursuant to terms set forth herein) in compliance with all applicable codes and regulations. In the
                                                                                                                                                                                                                                                  \nevent the bid of the independent contractor is less that quote from the existing architect and Vance Brown, Inc., by ten percent (10%) or more, Tenant may use the independent contractor unless
                                                                                                                                                                                                                                                  \nthe existing architect and Vance Brown, Inc., agree to meet the bid of the independent contractor, and paid for by the tenant as hereinafter set forth, and\/or not included in the Shell
                                                                                                                                                                                                                                                  \nImprovements set forth in the Paragraph above e.g., <\/i>by way of example interior improvements shall include, but not be limited to, the fire sprinkler
                                                                                                                                                                                                                                                  \nsystem drop heads; interior drop ceilings; interior plumbing; distribution of HVAC extensions beyond main HVAC shaft; HVAC pneumatic or DDC controls; electrical distribution from the main electrical
                                                                                                                                                                                                                                                  \nroom; emergency generator and UPS system; carpeting; vinyl floor covering; interior painting; window coverings; interior walls and movable floor to ceiling partitioning; interior doors and door
                                                                                                                                                                                                                                                  \nhardware; security systems; data and telephone distribution beyond main riser, acoustic insulation; signage of any type beyond code required; Contractor’s fees; Architect’s fees; Engineer’s fees;
                                                                                                                                                                                                                                                  \nBuilder’s Risk insurance premiums as related to the Interior Improvements; and any Building Permit fees. <\/p>\n
                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                  EXHIBIT B-1<\/p>\n
                                                                                                                                                                                                                                                      BUILDING CONSTRUCTION    
                                                                                                                                                                                                                                                    <\/b><\/p>\n
                                                                                                                                                                                                                                                      1.  LANDLORD’S WORK<\/i><\/p>\n
                                                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                                                        1.1 Landlord’s
                                                                                                                                                                                                                                                    \nwork (“Landlord’s Work”) shall be defined as the construction of the Building shell more particularly described in  Exhibit C<\/i> and Building Core Improvements as defined below, including soft costs
                                                                                                                                                                                                                                                    \nassociated with Landlord’s Work. Such soft costs shall include,
                                                                                                                                                                                                                                                    \nbut are not limited to architecture, engineering, consultants, shell building permits and impact fees, utility fees, loan fees, construction interest, transaction fees, and development fees. The scope
                                                                                                                                                                                                                                                    \nof the shell construction shall include: the Building shell, roof, all exterior windows and doors, fire sprinklers at the roof line, utilities and services to the Building’s exterior, the parking lot,
                                                                                                                                                                                                                                                    \nexterior common areas, and landscaping. The scope of the Building Core Improvements shall include: lobbies, restrooms, janitorial room, elevator, elevator equipment room, roof screen and stair
                                                                                                                                                                                                                                                    \nassemblies. <\/p>\n
                                                                                                                                                                                                                                                        1.2 Landlord’s
                                                                                                                                                                                                                                                    \nWork shall be completed through Landlord’s general contractor, Vance Brown, Inc., in compliance with all applicable codes and regulations, <\/p>\n
                                                                                                                                                                                                                                                        1.3 Landlord,
                                                                                                                                                                                                                                                    \nat Landlord’s sole cost and expense, shall pay for all costs involved in Landlord’s Work described in Paragraph 1.1. <\/p>\n
                                                                                                                                                                                                                                                        1.4 Changes
                                                                                                                                                                                                                                                    \nrequested by Tenant to the Building shell and\/or Core Improvements shall be at Tenant’s sole cost and expense. <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                        2.  INTERIOR IMPROVEMENTS<\/i><\/p>\n
                                                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                                                          2.1 Landlord’s
                                                                                                                                                                                                                                                      \ncontractor or an independent contractor (see 2.2 below) shall construct all Interior Improvements. Tenant shall be responsible for and pay one hundred
                                                                                                                                                                                                                                                      \nper cent (100%) of the Interior Improvement Costs relating to the Interior Improvements in excess of those costs that are paid for with the Landlord’s Interior Improvement allowance as set forth
                                                                                                                                                                                                                                                      \nherein. The scope of Interior Improvements shall include, but not be limited to, the fire sprinkler system drop heads, interior drop ceilings, interior plumbing, distribution of HVAC extensions beyond
                                                                                                                                                                                                                                                      \nthe trunk line distribution, HVAC pneumatic controls, electrical distribution from the main electrical room, carpeting, vinyl floor covering, interior painting, window coverings, interior walls and
                                                                                                                                                                                                                                                      \nmovable floor to ceiling partitioning, interior doors and door hardware, security systems, data and telephone distribution beyond main riser, sound insulation, and signage of any type beyond code
                                                                                                                                                                                                                                                      \nrequired. Interior Improvements shall also include, but not be limited to, architecture, engineering, consultants, interior building permits and impact fees and utility fees. <\/p>\n
                                                                                                                                                                                                                                                          2.2 The
                                                                                                                                                                                                                                                      \nInterior Improvements shall be completed through Landlord’s general contractor, Vance Brown, Inc., or an independent contractor hired by Tenant (pursuant
                                                                                                                                                                                                                                                      \nto terms set forth herein) in compliance with all applicable codes and regulations. In the event the bid of the independent contractor is less that quote from the existing architect and Vance
                                                                                                                                                                                                                                                      \nBrown, Inc., by ten percent (10%) or more, Tenant may use the independent contractor unless the existing architect and Vance Brown, Inc., agree to meet the bid of the independent
                                                                                                                                                                                                                                                      \ncontractor. <\/p>\n
                                                                                                                                                                                                                                                          2.3 The
                                                                                                                                                                                                                                                      \nInterior Improvements shall be generally based on the Interior Improvement Specifications attached hereto as  Exhibit B-2.<\/i><\/p>\n
                                                                                                                                                                                                                                                          2.4 Unless
                                                                                                                                                                                                                                                      \nthe Lease has been terminated pursuant to Paragraph 26 of the Lease, upon the termination or expiration of the Lease, as such term may be extended,
                                                                                                                                                                                                                                                      \nTenant shall have the right to remove items listed in Exhibit B-3<\/i> which have been installed and paid for by Tenant, Tenant shall
                                                                                                                                                                                                                                                      \nrepair any damage to the Premises resulting from such removal, patch and repair the walls, floor and ceiling and return the Premises in clean condition. <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                          3.  COMPLETION DATES<\/i><\/p>\n
                                                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                                                            3.1 Landlord
                                                                                                                                                                                                                                                        \nshall notify Tenant in advance of the approximate date on which Landlord’s Work and the Interior Improvements will be substantially completed and will
                                                                                                                                                                                                                                                        \nnotify Tenant when <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          \nLandlord’s Work and the Interior Improvements are in fact substantially competed (“Substantial Completion”). If any dispute shall arise as to whether the Premises are substantially completed and ready
                                                                                                                                                                                                                                                          \nfor Tenant’s occupancy, a certificate furnished by an independent architect mutually agreed to by Landlord and Tenant certifying the date of Substantial Completion shall be conclusive. <\/p>\n
                                                                                                                                                                                                                                                              3.2 Except
                                                                                                                                                                                                                                                          \nas otherwise provided in the Lease, failure of Landlord to deliver possession of the Premises within the time and in the condition provided for in the Lease
                                                                                                                                                                                                                                                          \nwill not give rise to any claim for damages by Tenant against Landlord or Landlord’s general contractor. If Landlord fails to deliver the Premises in the condition as provided for under this Lease,
                                                                                                                                                                                                                                                          \nLandlord shall promptly correct any such deficiencies, excluding any immaterial deficiencies, which do not prevent Tenant from using the Premises for their intended use. If Landlord fails to correct
                                                                                                                                                                                                                                                          \nsuch deficiencies within a reasonable time, Tenant may pursue its legal remedies against Landlord. <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          EXHIBIT B-2<\/p>\n
                                                                                                                                                                                                                                                              INTERIOR BUILDING STANDARDS    
                                                                                                                                                                                                                                                            <\/b><\/p>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
                                                                                                                                                                                                                                                          <\/th>\n <\/th>\n<\/th>\n <\/th>\n<\/th>\n<\/tr>\n
                                                                                                                                                                                                                                                          1.<\/td>\n <\/td>\nGlass and Glazing<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\n10′-0″ tall exterior glass doors (medium style)<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nb)<\/td>\n <\/td>\nSidelight width minimum 2′-0″ \u00d7 10′-0″<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n2.<\/td>\n <\/td>\n\nPainting<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nThree coat system; Class “A” finish<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n3.<\/td>\n <\/td>\n\nMetal Studs and Gypsum Wallboard<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\n35<\/sup>\/8<\/small>” minimum width metal studs.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nb)<\/td>\n <\/td>\nStud spacing @ 16″ on center.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nc)<\/td>\n <\/td>\nAll interior walls abutting exterior glass shall terminate at a window mullion.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nd)<\/td>\n <\/td>\nAll exposed gypsum wall or concrete shall have a level IV finish.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\ne)<\/td>\n <\/td>\nLobby gypsum wallboard shall have a level V finish.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nf)<\/td>\n <\/td>\nAll walls shall be designed to be installed under the ceiling grid (10″-0″ tall) whenever possible.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\ng)<\/td>\n <\/td>\nUSG Ultrawall (Country Weave) with bone white aluminum trim is an acceptable alternative to gypsum wallboard.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nh)<\/td>\n <\/td>\nAll exposed columns shall be wrapped in drywall.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n4.<\/td>\n <\/td>\n\nAcoustic Ceilings<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nCeilings shall be installed at + 10′-0″ high above finish floor (minimum).<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nb)<\/td>\n <\/td>\nThe ceiling grid shall be continuous throughout.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nc)<\/td>\n <\/td>\nCeiling grid shall be 15<\/sup>\/16<\/small>” wide exposed fire rated with 2′ \u00d7 4′ nd Look II ceiling tiles.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nd)<\/td>\n <\/td>\nAll wall angle shall be caulked with matching color caulking.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n5.<\/td>\n <\/td>\n\nFloor Coverings and Base<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nCarpet shall be 30 ounce cut pile (minimum) direct glue down with or without carpet pad or 28 oz loop (minimum) direct glue down with or without carpet pad.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nb)<\/td>\n <\/td>\nVCT shall be 1<\/sup>\/8<\/small>” gauge Armstrong Standard Exelon.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nc)<\/td>\n <\/td>\nSheetvinyl shall be Armstrong Corlon with welded seams and cove base.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nd)<\/td>\n <\/td>\nAll visible entries into stairwells and exit passageways shall have floor coverings.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n6.<\/td>\n <\/td>\n\nLobby (Bryant Street)<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nStone 3<\/sup>\/4<\/small>” thick, mortar set<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n7.<\/td>\n <\/td>\n\nDoors, Frames and Door Hardware<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nAll doors to be full height, solid core, 3′-0″ \u00d7 10′-0″, 13<\/sup>\/4<\/small>” thick, 20-minute fire rated, and plastic laminate.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nb)<\/td>\n <\/td>\nDoor hardware to Schlage “D” series, brushed chrome.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nc)<\/td>\n <\/td>\nTransom doors shall be used when transitioning from higher to lower ceiling heights.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nd)<\/td>\n <\/td>\nDoors shall have 4, ball bearing, butts per door leaf.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\ne)<\/td>\n <\/td>\nDoor frames be aluminum.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nf)<\/td>\n <\/td>\nHold-open doors shall be constructed into flush door pockets.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n8.<\/td>\n <\/td>\n\nWindow Coverings<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nHorizontal mini blinds, 1″ wide, aluminum, recess mounted.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n9.<\/td>\n <\/td>\n\nCasework<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nClass “A” millwork, European hinges; flush mounted doors; plastic laminate.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n10.<\/td>\n <\/td>\n\nOverhead Fire Sprinklers<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nSemi-recessed chrome or white down heads.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nb)<\/td>\n <\/td>\nAll piping is to be concealed.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nc)<\/td>\n <\/td>\nAll ceiling heads shall be aligned in straight rows.<\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                          \n\n\n\n\n\n\n\n\n\n\n\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nd)<\/td>\n <\/td>\nAll ceiling heads shall be located centerline of ceiling tiles in 2′-0″ direction and 1′-0″ in 4′-0″ direction.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n11.<\/td>\n <\/td>\n\nElectrical<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nFinelite indirect lighting or equal throughout office spaces.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nb)<\/td>\n <\/td>\nElectrical panels to be located out of public lobbies and corridors.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nc)<\/td>\n <\/td>\nNo surface mounted conduits except in utility rooms.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\nd)<\/td>\n <\/td>\nAll electrical outlets are to be labeled with their circuit\/panelboard location.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\ne)<\/td>\n <\/td>\nAll furniture partitions shall be powered through tel\/data flush mounted floor monuments (no power poles).<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nMiscellaneous<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nFire Extinguisher Cabinets<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n\na)<\/td>\n <\/td>\n\nCabinets shall be semi-recessed, pre-fabricated units, paint to match.<\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          EXHIBIT B-3<\/p>\n
                                                                                                                                                                                                                                                              MOVEABLE EQUIPMENT AND TRADE FIXTURES    
                                                                                                                                                                                                                                                            <\/b><\/p>\n
                                                                                                                                                                                                                                                              Moveable Equipment & Trade Fixtures includes: <\/p>\n\n\n\n\n\n
                                                                                                                                                                                                                                                          <\/th>\n <\/th>\n<\/th>\n<\/tr>\n
                                                                                                                                                                                                                                                           <\/td>\n <\/td>\n\n
                                                                                                                                                                                                                                                          <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n<\/p>\n
                                                                                                                                                                                                                                                          <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \n <\/td>\n <\/td>\n<\/p>\n
                                                                                                                                                                                                                                                          <\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          EXHIBIT B-4.<\/p>\n
                                                                                                                                                                                                                                                            PERFORMANCE SCHEDULE    
                                                                                                                                                                                                                                                            <\/b><\/p>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
                                                                                                                                                                                                                                                          <\/th>\n <\/th>\nDue Date<\/b><\/p>\n
                                                                                                                                                                                                                                                          <\/th>\n                                                                                                                                                                                                                                                          		 <\/th>\nResponsible Party<\/b><\/p>\n
                                                                                                                                                                                                                                                          <\/th>\n                                                                                                                                                                                                                                                          		 <\/th>\nComments<\/b><\/p>\n
                                                                                                                                                                                                                                                          <\/th>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nA<\/td>\n <\/td>\n\n8\/13\/01<\/td>\n <\/td>\n\nLandlord<\/td>\n <\/td>\n\nDeliver Shell Construction Drawings to PayPal for review and comment.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nB<\/td>\n <\/td>\n\n8\/22\/01<\/td>\n <\/td>\n\nTenant<\/td>\n <\/td>\n\nDeliver to Landlord (for incorporation into Shell Drawings) any Tenant Improvement work that may have impact on shell construction. TI work may have minimal impact on Shell construction so that Landlord (on behalf of Tenant) can move quickly into
                                                                                                                                                                                                                                                          \ncompletion of TI drawings.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nC<\/td>\n <\/td>\n\n8\/27\/01<\/td>\n <\/td>\n\nLandlord<\/td>\n <\/td>\n\nDeliver to Tenant revised shell drawings showing incorporation of all Tenant related work having impact on shell construction.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nD<\/td>\n <\/td>\n\n8\/29\/01<\/td>\n <\/td>\n\nTenant<\/td>\n <\/td>\n\nApprove Shell Definitive Plans (or notify Landlord of specific objections).<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nE<\/td>\n <\/td>\n\n8\/31\/01<\/td>\n <\/td>\n\nLandlord<\/td>\n <\/td>\n\nDeliver to Tenant Final Shell Plans for one last review and comment.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nF<\/td>\n <\/td>\n\n9\/4\/01<\/td>\n <\/td>\n\nTenant<\/td>\n <\/td>\n\nDeliver to Landlord approved Final Shell Plans.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nG<\/td>\n <\/td>\n\n9\/5\/01<\/td>\n <\/td>\n\nLandlord<\/td>\n <\/td>\n\nSubmit Final Shell Plans with T.I. Revisions to the Building Department for Permit approval if necessary, otherwise incorporate all new work with T.I. Drawings.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nTenant Improvement Plans<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nH<\/td>\n <\/td>\n\n9\/13\/01<\/td>\n <\/td>\n\nTenant<\/td>\n <\/td>\n\nComplete the Preliminary Interior Improvement Plans for review and comment.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nI<\/td>\n <\/td>\n\n9\/14\/01<\/td>\n <\/td>\n\nLandlord<\/td>\n <\/td>\n\nApprove Preliminary Interior Improvement Plans.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nJ<\/td>\n <\/td>\n\n9\/27\/01<\/td>\n <\/td>\n\nTenant<\/td>\n <\/td>\n\nDeliver to Landlord Final Interior Improvement plans for review and comment.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nK<\/td>\n <\/td>\n\n9\/28\/01<\/td>\n <\/td>\n\nLandlord<\/td>\n <\/td>\n\nApprove Final Interior Improvement plans.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nL<\/td>\n <\/td>\n\n10\/1\/01<\/td>\n <\/td>\n\nTenant<\/td>\n <\/td>\n\nSubmit Interior Plans for Plan Check and Building Permit. Plan check could take in excess of 30 days. Landlord to commence TI as soon as is reasonably possible.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nM<\/td>\n <\/td>\n\n11\/1\/01<\/td>\n <\/td>\n\nTenant<\/td>\n <\/td>\n\nReceive Tenant Improvement Permit.<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                          \nN<\/td>\n <\/td>\n\n1\/1\/02<\/td>\n <\/td>\n\nLandlord<\/td>\n <\/td>\n\nSubstantial Completion of Improvements (8 weeks).<\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                          EXHIBIT C<\/p>\n
                                                                                                                                                                                                                                                            LANDLORD’S SCOPE OF WORK    
                                                                                                                                                                                                                                                            <\/b><\/p>\n
                                                                                                                                                                                                                                                          GENERAL DESCRIPTION\u0097SHELL, CORE AND GARAGE  <\/i><\/p>\n
                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                            Construction
                                                                                                                                                                                                                                                            \nof a five (5) level office\/retail\/parking structure to be constructed on .43 acre site at 303 Bryant Street, Mountain View, CA. The building will be comprised of a 91 stall two
                                                                                                                                                                                                                                                            \nlevel parking garage and a three-story office\/retail building. The office space is approximately 50,000 square feet. The retail space is 5,900 square feet. The building will be constructed of
                                                                                                                                                                                                                                                            \nstructural steel, precast concrete with a glass storefront and a slate mansard roof. <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                            BUILDING and SITEWORK  <\/i><\/p>\n
                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Sitework:
                                                                                                                                                                                                                                                              \n(1) Utility services from the street to the building; (2) City trees; (3) City sidewalks, curbs and gutters;
                                                                                                                                                                                                                                                              \n(4) Paving at Wild Cherry Lane. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Two
                                                                                                                                                                                                                                                              \nlevel below grade concrete parking garage that will include 91 parking stalls. The parking garage will be handicap accept acceptable for cars and vans
                                                                                                                                                                                                                                                              \non the first below grade level. Pedestrian access and exit from the parking garage will be from two stairwells as well as two electric elevators. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Three
                                                                                                                                                                                                                                                              \nlevel above grade building consisting of office and retail space. The building structure will consist of a structural steel framework, metal deck and
                                                                                                                                                                                                                                                              \nconcrete floor slabs, steel pan and concrete stairways, precast sandblasted concrete and a glass storefront set in aluminum frames. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Thermal
                                                                                                                                                                                                                                                              \ninsulation\u0097R30 fiberglass batt stick-pinned to the underside of the roof and R19 fiberglass batt stick-pinned or wired at exterior
                                                                                                                                                                                                                                                              \nwalls. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Roofing\u0097flat
                                                                                                                                                                                                                                                              \nroof will receive a 4-ply Class A built up membrane roofing (or equal); mansard roof will consist of a metal
                                                                                                                                                                                                                                                              \nstud framed mansard roof with a slate tile roof. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Garage:
                                                                                                                                                                                                                                                              \nCeiling\u0097exposed structure with fire proofing; drive aisle lighting; exit lighting; Walls\u0097painted white;
                                                                                                                                                                                                                                                              \nFloor\u0097striped for parking stalls (handicap and standard stalls). Parking levels will be provided with built out elevator lobbies and stairwells including exterior wall painting to match
                                                                                                                                                                                                                                                              \nthe garage walls; concrete wrapped steel columns at parking stalls. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Building
                                                                                                                                                                                                                                                              \nInterior: <\/p>\n
                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Toilet Rooms: <\/i>Floors\u0097thin set tile; Ceilings\u0097smooth finish painted gypsum
                                                                                                                                                                                                                                                              \nwallboard; Walls smooth finish painted gypsum wallboard on interior, sanded and ready for paint on exterior; Lavatory Countertops\u0097stone or Corian; Fixtures\u0097underslung
                                                                                                                                                                                                                                                              \nlavatories; flushomatic toilets and urinals; Toilet Partitions\u0097ceiling mounted plastic laminate or painted metal; Toilet Accessories -satin stainless steel;
                                                                                                                                                                                                                                                              \nDoors\u009713<\/sup>\/4<\/small>” solid core full height doors set in aluminum frames, Schlage “D” series hardware. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Janitor’s Rooms: <\/i>Floors\u0097vinyl tile; Ceilings -exposed to structure above;
                                                                                                                                                                                                                                                              \nWalls\u0097painted gypsum wallboard on interior including FRP at wet walls, sanded and ready for paint on exterior; Fixtures\u0097floor mounted slop sink with goose neck faucet;
                                                                                                                                                                                                                                                              \nDoors\u0097113<\/sup>\/4<\/small>” solid core full height door set in aluminum frame, Schlage “D” series hardware. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Interior Stairs: <\/i>Floors\u0097concrete pan filled; Ceilings\u0097suspended acoustical 2×4 with
                                                                                                                                                                                                                                                              \nlay-in light fixtures, sanded gypsum wallboard ready for paint at underside of stair landings; Walls\u0097sanded gypsum wallboard ready for paint on interior, fire taped gypsum
                                                                                                                                                                                                                                                              \nwallboard on exterior; Fixtures\u0097Doors\u009713<\/sup>\/4<\/small>” solid core (metal or wood to meet fire rating requirements) full height door set in aluminum frame, Schlage “D”
                                                                                                                                                                                                                                                              \nseries hardware; Handrails\u0097round steel 11<\/sup>\/2<\/small>” prime painted only. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                              Elevator Cabs: <\/i>Floor\u0097material to match lobby floor finish; Walls\u0097plastic laminate
                                                                                                                                                                                                                                                              \nstandoff panels; Ceiling\u00976 halogen downlights set in stainless steel #4 panels; Doors\u0097stainless steel <\/dd>\n<\/dl>\n<\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                \n
                                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                                                                    #
                                                                                                                                                                                                                                                                    \n4 finish; Handrails\u009711<\/sup>\/2<\/small>” round or rectangular stainless steel #4; Base and Reveals\u0097stainless steel #4. <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                                                                    \u0095<\/dt>\n
                                                                                                                                                                                                                                                                    Elevator Equipment Room: <\/i>Penthouse located on roof; exposed walls; concrete floor; weathertight. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                    \u0095<\/dt>\n
                                                                                                                                                                                                                                                                    Core area walls facing tenant improvement areas: <\/i>Walls\u0097taped and sanded smooth ready for paint
                                                                                                                                                                                                                                                                    \n(painting of walls is part of tenant improvement work). <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                    \u0095<\/dt>\n
                                                                                                                                                                                                                                                                    Mechanical HVAC Shafts: <\/i>Walls\u0097taped and sanded smooth ready for paint (painting of walls is
                                                                                                                                                                                                                                                                    \npart of tenant improvement work). <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                    \u0095<\/dt>\n
                                                                                                                                                                                                                                                                    Interior Face of Exterior Walls: <\/i>Exposed walls, studs and finish of interior side of exterior walls by
                                                                                                                                                                                                                                                                    \ntenant. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                    \u0095<\/dt>\n
                                                                                                                                                                                                                                                                    Structural Steel Columns: <\/i>Columns\u0097exposed steel or fireproofing. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                    \u0095<\/dt>\n
                                                                                                                                                                                                                                                                    Building Lobby<\/i>\u0097all finishes by tenant. Note that a stone floor will be required at the main
                                                                                                                                                                                                                                                                    \nlobby entrance, <\/dd>\n<\/dl>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                                                    PLUMBING  <\/i><\/p>\n
                                                                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                                                                      \u0095<\/dt>\n
                                                                                                                                                                                                                                                                      Toilet
                                                                                                                                                                                                                                                                      \ncores including showers, sinks, floor drains, toilets and urinals. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                      \u0095<\/dt>\n
                                                                                                                                                                                                                                                                      Roof
                                                                                                                                                                                                                                                                      \ndrains, underslab sanitary sewer line; main water service into building; backflow preventer; makeup water and gas line for rooftop mounted HVAC units. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                                      ELECTRICAL  <\/i><\/p>\n
                                                                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                                                                        \u0095<\/dt>\n
                                                                                                                                                                                                                                                                        Underground
                                                                                                                                                                                                                                                                        \ntelephone and main electrical feeder to switch gear; two (2) 1,200 amp 277\/480 underground vaults; cable TV underground duct into main
                                                                                                                                                                                                                                                                        \nelectrical room. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                        \u0095<\/dt>\n
                                                                                                                                                                                                                                                                        Building
                                                                                                                                                                                                                                                                        \nand arcade lighting; 2,400 amp main electrical switchboard (two (.2) 1,200 amp UGPS); 3 meter sections; 2 each 225 amp 277\/480volt panels. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                        \u0095<\/dt>\n
                                                                                                                                                                                                                                                                        Core
                                                                                                                                                                                                                                                                        \nlighting and power including HVAC units; toilet cores; garage lighting and exhaust; elevators; stairwell lighting. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                                        FIRE PROTECTION  <\/i><\/p>\n
                                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                                          \u0095<\/dt>\n
                                                                                                                                                                                                                                                                          Riser
                                                                                                                                                                                                                                                                          \ninto building and bulk main, branch lines\u0097Ordinary Hazard (.2 over the most remote 3000 sf) with up and down heads as required for core,
                                                                                                                                                                                                                                                                          \nshell and garage improvements; flow and tamper switches; floor control valves. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                                          HVAC  <\/i><\/p>\n
                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                            \u0095<\/dt>\n
                                                                                                                                                                                                                                                                            Two
                                                                                                                                                                                                                                                                            \n(2) 75 ton VAV rooftop mounted AC units with variable speed drives (Trane SXHF075C); one (1) three ton wall mounted AC unit for elevator
                                                                                                                                                                                                                                                                            \nmachine room; one (1) 1,500 MBH outdoor boiler and dual pumps with hot water riser; two (2) toilet room and electrical room exhaust fans; three (3) 20,000 cfm garage exhaust fans;
                                                                                                                                                                                                                                                                            \ntwo (2) 5,000 cfm transfer fans for garage ventilation; twelve (12) fire\/smoke dampers; roof ducts and main riser inside HVAC main plenum shaft; EMS controller for equipment start\/stop
                                                                                                                                                                                                                                                                            \nand hot water controls; time clock for garage fan control; start-up, hydronic testing and balancing. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                                            SITEWORK  <\/i><\/p>\n
                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                              \u0095<\/dt>\n
                                                                                                                                                                                                                                                                              City
                                                                                                                                                                                                                                                                              \nsidewalks curbs and gutters; arcade walkway; utility services into the building; street trees; street lighting. <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                \n
                                                                                                                                                                                                                                                                                  \n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                                                                  \n
                                                                                                                                                                                                                                                                                  EXHIBIT D<\/p>\n
                                                                                                                                                                                                                                                                                    TENANT ESTOPPEL CERTIFICATE    
                                                                                                                                                                                                                                                                                    <\/b><\/p>\n\n\n
                                                                                                                                                                                                                                                                                  TO:<\/td>\n <\/td>\nBryant Street Associates, LLC
                                                                                                                                                                                                                                                                                  \n3197 Park Boulevard
                                                                                                                                                                                                                                                                                  \nPalo Alto, California 94306<\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                                                  THIS
                                                                                                                                                                                                                                                                                  \nIS TO CERTIFY: <\/p>\n
                                                                                                                                                                                                                                                                                      1.  That
                                                                                                                                                                                                                                                                                  \nthe undersigned is the Tenant under that certain Lease dated            , and, if applicable, amended on            , by and
                                                                                                                                                                                                                                                                                  \nbetween
                                                                                                                                                                                                                                                                                  \n            (“Landlord<\/b>“), and the undersigned (“Tenant<\/b>“) covering those certain premises located
                                                                                                                                                                                                                                                                                  \nas shown on the drawing made part of the Lease (the “Premises<\/b>“). <\/p>\n
                                                                                                                                                                                                                                                                                      2.  That
                                                                                                                                                                                                                                                                                  \nsaid Lease is in full force and effect and, except as noted in Paragraph 1. above, has not been modified, changed, altered or amended in any respect,
                                                                                                                                                                                                                                                                                  \nand is the only lease or agreement between the Tenant and the Landlord affecting the Premises. <\/p>\n
                                                                                                                                                                                                                                                                                      3.  To
                                                                                                                                                                                                                                                                                  \nthe best of Tenant’s knowledge, the information set forth below is true and correct: <\/p>\n
                                                                                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                                                                                    \n
                                                                                                                                                                                                                                                                                    (a)<\/dt>\n
                                                                                                                                                                                                                                                                                    Square
                                                                                                                                                                                                                                                                                    \nfootage of the Premises: <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    (b)<\/dt>\n
                                                                                                                                                                                                                                                                                    Annual
                                                                                                                                                                                                                                                                                    \nrent as of the Commencement of Lease: $ <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    (c)<\/dt>\n
                                                                                                                                                                                                                                                                                    Current
                                                                                                                                                                                                                                                                                    \nannual rent (if different than at commencement): $ <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    (d)<\/dt>\n
                                                                                                                                                                                                                                                                                    Commencement
                                                                                                                                                                                                                                                                                    \ndate of Lease: <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    (e)<\/dt>\n
                                                                                                                                                                                                                                                                                    Lease
                                                                                                                                                                                                                                                                                    \ntermination date: <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    (f)<\/dt>\n
                                                                                                                                                                                                                                                                                    Rent
                                                                                                                                                                                                                                                                                    \npaid to and including: <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    (g)<\/dt>\n
                                                                                                                                                                                                                                                                                    Security
                                                                                                                                                                                                                                                                                    \ndeposit: $ <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    (h)<\/dt>\n
                                                                                                                                                                                                                                                                                    Prepaid
                                                                                                                                                                                                                                                                                    \nrent for and in amount of: $ <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    i)<\/dt>\n
                                                                                                                                                                                                                                                                                    Free
                                                                                                                                                                                                                                                                                    \nrent period:            to <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                    j)<\/dt>\n
                                                                                                                                                                                                                                                                                    Amount
                                                                                                                                                                                                                                                                                    \nof current monthly escrow payment obligations with respect to taxes, insurance, and Common Area Maintenance charges under the Lease: <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                                                      \n
                                                                                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                                                                                        Taxes:
                                                                                                                                                                                                                                                                                        \n$
                                                                                                                                                                                                                                                                                         
                                                                                                                                                                                                                                                                                        \nInsurance: $
                                                                                                                                                                                                                                                                                         
                                                                                                                                                                                                                                                                                        \nCommon Area Maintenance Charges: $ <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                                                        \n
                                                                                                                                                                                                                                                                                        (k)<\/dt>\n
                                                                                                                                                                                                                                                                                        Dates
                                                                                                                                                                                                                                                                                        \nthrough which Tenant has paid monthly escrow payments and Common Area Maintenance charges: <\/dd>\n<\/dl>\n<\/ul>\n
                                                                                                                                                                                                                                                                                          \n
                                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                                            Escrow
                                                                                                                                                                                                                                                                                            \nPayment for Taxes:
                                                                                                                                                                                                                                                                                             
                                                                                                                                                                                                                                                                                            \nEscrow Payment for Insurance:
                                                                                                                                                                                                                                                                                             
                                                                                                                                                                                                                                                                                            \nCommon Area Maintenance Charges: <\/p>\n<\/ul>\n<\/ul>\n
                                                                                                                                                                                                                                                                                                4.  Delete if Tenant has not occupied the Premises: <\/b>Tenant now occupies the Premises, accepts the Premises in their
                                                                                                                                                                                                                                                                                            \ncurrent condition subject only to those punch list items listed in Exhibit A<\/i>, if any, and is not aware of any defect in the Premises except as
                                                                                                                                                                                                                                                                                            \ndescribed in Exhibit A<\/i>, if any. <\/p>\n
                                                                                                                                                                                                                                                                                                5.  Delete if Tenant has occupied the Premises: <\/b>Tenant does not occupy the Premises. The status of the plans and
                                                                                                                                                                                                                                                                                            \nspecifications for and the construction of Tenant Improvements is described in Exhibit A.<\/i>
                                                                                                                                                                                                                                                                                            \nTenant is familiar with the Tenant Improvement work done to date and is not aware of any defect in such work, except as described in Exhibit A.<\/i><\/p>\n
                                                                                                                                                                                                                                                                                                6.  No
                                                                                                                                                                                                                                                                                            \nrent has been paid in the current month other than as disclosed in Paragraph 3. No free rent or other concessions, benefits, or inducements other than as
                                                                                                                                                                                                                                                                                            \nspecified in the Lease have been granted to Tenant or undertaken by the Landlord. <\/p>\n
                                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                                            \n    7.  Tenant has not been granted any renewal, expansion, purchase options or any rights of first refusal, except as disclosed in writing in the Lease. <\/p>\n
                                                                                                                                                                                                                                                                                                8.  Neither
                                                                                                                                                                                                                                                                                            \nTenant nor to the best of Tenant’s knowledge, Landlord is in breach of the Lease and there has not occurred any event, act, omission or condition which by
                                                                                                                                                                                                                                                                                            \nnotice or lapse of time or both or otherwise, will result in any breach by Tenant or to the best of Tenant’s knowledge, by Landlord. As of the date hereof and except as set forth in the Lease, the
                                                                                                                                                                                                                                                                                            \nundersigned is entitled to no credit, offset or deduction in rent. Tenant knows of no liabilities or obligations of Landlord which have accrued but are unsatisfied under the Lease as of the date of
                                                                                                                                                                                                                                                                                            \nthis Certificate. <\/p>\n
                                                                                                                                                                                                                                                                                                9.  To
                                                                                                                                                                                                                                                                                            \nthe best of Tenant’s knowledge, there are no actions, whether voluntary of otherwise, pending against the undersigned under the bankruptcy laws or other laws for
                                                                                                                                                                                                                                                                                            \nthe relief of debtors of the United States or any state thereof. <\/p>\n
                                                                                                                                                                                                                                                                                                10. With
                                                                                                                                                                                                                                                                                            \nthe exception of this Lease and except as otherwise disclosed in writing to Landlord, neither the Tenant nor any affiliate of the Tenant is a tenant under a
                                                                                                                                                                                                                                                                                            \nlease or any other tenancy arrangement (i) with (a)       ; (b)       ; (c)       ; or (ii) involving any property in which the
                                                                                                                                                                                                                                                                                            \nentities named in clauses (      ),(      ) or (      ) are known by the Tenant to have an ownership interest. <\/p>\n
                                                                                                                                                                                                                                                                                                DATED
                                                                                                                                                                                                                                                                                            \nthis            day of            20      . <\/p>\n\n\n\n\n\n\n
                                                                                                                                                                                                                                                                                             <\/td>\n <\/td>\nTENANT:<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                            \n <\/td>\n <\/td>\n\nPayPal, Inc., a Delaware corporation<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                            \n <\/td>\n <\/td>\n\nBy:<\/p>\n
                                                                                                                                                                                                                                                                                            <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                             <\/td>\n <\/td>\nName:<\/p>\n
                                                                                                                                                                                                                                                                                            <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                             <\/td>\n <\/td>\nIts:<\/p>\n
                                                                                                                                                                                                                                                                                            <\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                                                            (Tenant
                                                                                                                                                                                                                                                                                            \nto attach Exhibit A<\/i> to Tenant Estoppel Certificate, List of Defects<\/i>, if necessary.) <\/p>\n
                                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                                            EXHIBIT E<\/p>\n
                                                                                                                                                                                                                                                                                              RULES AND REGULATIONS FOR TENANTS CONTRACTOR(S)    
                                                                                                                                                                                                                                                                                              <\/b><\/p>\n
                                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                                            1.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractor will be responsible for making arrangements with Landlord as to time for the use of Building and equipment such as elevators and loading areas. The delivery of
                                                                                                                                                                                                                                                                                            \nmaterials, equipment and supplies to the Building or Premises must be coordinated with Landlord at least two (2) business days prior to delivery. The Building debris box is not to be used for
                                                                                                                                                                                                                                                                                            \nwaste produced by Tenant’s contractor. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            2.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractor shall not interfere with the Landlord’s contractor and sub-trades in any way and will cooperate fully with same. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            3.<\/dt>\n
                                                                                                                                                                                                                                                                                            All
                                                                                                                                                                                                                                                                                            \nTenant’s contractor’s waste and debris must be removed from the Premises and Building regularly and promptly. All combustible waste and debris must be stored in a covered,
                                                                                                                                                                                                                                                                                            \nfire-proof container prior to removal. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            4.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractor and sub-trades shall take all precautions to ensure the security and the site condition of the Premises and Building in which the work is being
                                                                                                                                                                                                                                                                                            \nperformed, including their own tools,
                                                                                                                                                                                                                                                                                            \nequipment and materials, and are responsible for any damage caused by employees and sub-trades to any part of the Building or Premises. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            5.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractor shall remove and properly replace underfloor duct access covers as required for Tenant’s trades and services. Any damage to underfloor duct access coverings
                                                                                                                                                                                                                                                                                            \nshall be repaired or replaced by Tenant’s contractor to the satisfaction of Landlord. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            6.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractor must provide their own fire protection equipment, have same on premises at all times and conform to any requirements of Landlord or Landlord’s contractor
                                                                                                                                                                                                                                                                                            \nregarding fire protection. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            7.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractor shall carry out all work in compliance with all Federal, State, County and City Building Codes and applicable Acts, Ordinances and Statutes. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            8.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractor shall provide all their own protective devices and coverings, so as to protect the Building finishes provided by Landlord in the Building. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            9.<\/dt>\n
                                                                                                                                                                                                                                                                                            No
                                                                                                                                                                                                                                                                                            \nattachments to or use of window frames and mullions, ceiling systems, glass, ceiling frame or Building frame, will be permitted without the expressed written consent of Landlord. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            10.<\/dt>\n
                                                                                                                                                                                                                                                                                            All
                                                                                                                                                                                                                                                                                            \nTenants’ contractors, employees and trades must be confined to the area in which work is being performed. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            11.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant
                                                                                                                                                                                                                                                                                            \nor Tenant’s contractor shall carry builder’s risk insurance with limits of not less than the amount requested by Landlord, insurance covering loss or damage to the work
                                                                                                                                                                                                                                                                                            \nduring the course of construction; worker’s compensation\/employer’s liability insurance covering all employees of contractor and subcontractor. All such policies shall name Landlord and Tenant as
                                                                                                                                                                                                                                                                                            \nadditional insureds. A certificate of insurance must be provided to Landlord prior to commencement of work. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            12.<\/dt>\n
                                                                                                                                                                                                                                                                                            Any
                                                                                                                                                                                                                                                                                            \nconstruction, alteration, maintenance, repair, replacement, removal or decoration undertaken by Tenant’s contractor shall be carried out in a good, workmanlike, and prompt
                                                                                                                                                                                                                                                                                            \nmanner, shall comply with applicable statutes, laws, ordinances, regulations, rules, orders and requirements of the authorities having jurisdiction thereof, and shall be subject to supervision by
                                                                                                                                                                                                                                                                                            \nLandlord or its employees, agents, or contractors. All construction shall be performed in a timely manner without delays or interruptions. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            13.<\/dt>\n
                                                                                                                                                                                                                                                                                            Tenant’s
                                                                                                                                                                                                                                                                                            \ncontractors shall not use excessive quantities of electricity or water and shall not shut off any water, electricity, sprinkler systems or other services without first
                                                                                                                                                                                                                                                                                            \nobtaining Landlord’s express authorization. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                            14.<\/dt>\n
                                                                                                                                                                                                                                                                                            Where
                                                                                                                                                                                                                                                                                            \nPayPal performs construction or has work performed by separate contractors on the project site premises, to the fullest extent permitted by law, PayPal shall indemnify and
                                                                                                                                                                                                                                                                                            \nhold harmless <\/dd>\n<\/dl>\n
                                                                                                                                                                                                                                                                                            \n
                                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                              Vance
                                                                                                                                                                                                                                                                                              \nBrown, Inc. and their agents or subcontractors from and against all claims, damages, losses and expenses, including but not limited to attorney’s fees, arising out of or resulting from
                                                                                                                                                                                                                                                                                              \nperformance of such construction or Work; provided that such claim, damage, loss or expense is attributable to the bodily injury, sickness, disease or death, injury to or destruction of tangible
                                                                                                                                                                                                                                                                                              \nproperty (other than to the Work itself, or defective workmanship and\/or materials including loss of use therefrom, but only to the extent caused in whole or part by negligent acts or omissions of
                                                                                                                                                                                                                                                                                              \nPayPal, its separate contractors or anyone for whose acts PayPal may be liable. The indemnification obligation under this paragraph shall not be limited by a limitation on amount or type of damages,
                                                                                                                                                                                                                                                                                              \ncompensation or benefits payable by or for PayPal or PayPal’s contractors under works or workman’s compensation acts, benefit disability acts or other employee benefit acts. <\/p>\n<\/ul>\n
                                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                              INSURANCE AGREEMENT    
                                                                                                                                                                                                                                                                                                <\/b><\/p>\n
                                                                                                                                                                                                                                                                                              Where
                                                                                                                                                                                                                                                                                              \nPayPal has work performed by separate contractors on the site premises, PayPal shall require all such vendors\/subcontractors to carry and maintain with insurance companies having “A.M. Bests”
                                                                                                                                                                                                                                                                                              \nrating “A- (VII)” or better, the insurance coverage indicated below as a minimum requirement: <\/p>\n\n\n\n\n\n\n\n
                                                                                                                                                                                                                                                                                              Type of Coverage<\/b><\/p>\n
                                                                                                                                                                                                                                                                                              <\/th>\n                                                                                                                                                                                                                                                                                              		 <\/th>\nLimits of Liability<\/b><\/p>\n
                                                                                                                                                                                                                                                                                              <\/th>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Worker’s Compensation*<\/td>\n <\/td>\nStatutory per State of California<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Employer’s Liability<\/td>\n <\/td>\n$2,000,000<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Commercial General Liability**<\/td>\n <\/td>\n$2,000,000<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              “Occurrence Form Broad Form Contractual Liability”<\/td>\n <\/td>\n <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Automobile Liability<\/td>\n <\/td>\n$2,000,000<\/td>\n<\/tr>\n<\/table>\n
                                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                              *<\/dt>\n
                                                                                                                                                                                                                                                                                              PayPal
                                                                                                                                                                                                                                                                                              \nand its contractors shall furnish an Endorsement waiving rights of subrogation against Vance Brown, Inc. and their insurers only with respect to such material work. <\/p>\n<\/dd>\n
                                                                                                                                                                                                                                                                                              **<\/dt>\n
                                                                                                                                                                                                                                                                                              Building
                                                                                                                                                                                                                                                                                              \nOwner and its contractors\/vendors shall have their insurance agency furnish the above certificate with Vance Brown, Inc., their subsidiaries, officers, directors,
                                                                                                                                                                                                                                                                                              \nand employees’ entities affiliated with Vance Brown, Inc. named as additional insured. <\/dd>\n<\/dl>\n
                                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                              EXHIBIT F<\/p>\n
                                                                                                                                                                                                                                                                                                DISCLOSED HAZARDOUS MATERIALS LIST    
                                                                                                                                                                                                                                                                                                <\/b><\/p>\n
                                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                              \n
                                                                                                                                                                                                                                                                                              EXHIBIT G<\/p>\n
                                                                                                                                                                                                                                                                                                ESTIMATED FIRST YEAR BASIC OPERATING COST    
                                                                                                                                                                                                                                                                                                <\/b><\/p>\n
                                                                                                                                                                                                                                                                                              August 15,
                                                                                                                                                                                                                                                                                              \n2001 <\/p>\n
                                                                                                                                                                                                                                                                                              303
                                                                                                                                                                                                                                                                                              \nBryant Street
                                                                                                                                                                                                                                                                                               
                                                                                                                                                                                                                                                                                              \nMountain View, CA <\/p>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
                                                                                                                                                                                                                                                                                              Building Common Area Expenses<\/b><\/p>\n
                                                                                                                                                                                                                                                                                              <\/th>\n                                                                                                                                                                                                                                                                                              		 <\/th>\nAnnual Cost<\/b><\/p>\n
                                                                                                                                                                                                                                                                                              <\/th>\n                                                                                                                                                                                                                                                                                              		 <\/th>\nPayPal
                                                                                                                                                                                                                                                                                              \n89.61%<\/b><\/p>\n
                                                                                                                                                                                                                                                                                              <\/th>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Cost for:<\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nSoftscape\/Hardscape<\/td>\n <\/td>\n$<\/td>\n2,500.00<\/td>\n <\/td>\n$<\/td>\n2,240.25<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nBuilding Janitorial<\/td>\n <\/td>\n <\/td>\nby tenant<\/td>\n <\/td>\n <\/td>\n <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nBuilding Common Area Maintenance Costs<\/td>\n <\/td>\n$<\/td>\n1.500.00<\/td>\n <\/td>\n$<\/td>\n1,344.15<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nBuilding Fire Alarm Monitoring<\/td>\n <\/td>\n$<\/td>\n2,000.00<\/td>\n <\/td>\n$<\/td>\n1,792.20<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nAnnual FS Inspection\/Elev<\/td>\n <\/td>\n$<\/td>\n1,500.00<\/td>\n <\/td>\n$<\/td>\n1,344.15<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nAnnual Elevator Maintenance<\/td>\n <\/td>\n$<\/td>\n12,000,00<\/td>\n <\/td>\n$<\/td>\n12,000.00<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nHVAC Equipment Service<\/td>\n <\/td>\n$<\/td>\n6,000,00<\/td>\n <\/td>\n$<\/td>\n6,000.00<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n\n
                                                                                                                                                                                                                                                                                              <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n$<\/td>\n24,720.75<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Property Taxes<\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                              \n <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                              \n <\/b><\/td>\n<\/tr>\n

                                                                                                                                                                                                                                                                                              \nAwaiting Interpretation by Assessor<\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                              \nBuilding Tax<\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                              \nPayPal
                                                                                                                                                                                                                                                                                              \n89.61%<\/b><\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\na) Construction Cost<\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nb) Income w\/cap rate<\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nc) Appraisal<\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\n\nAllow $15,000,000 x.015<\/td>\n <\/td>\n$<\/td>\n\n225,000.00<\/td>\n <\/td>\n$<\/td>\n\n201,622.50<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Management Fees at 3.0%<\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                              \nPayPal<\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                              \nAnnual Mgmt
                                                                                                                                                                                                                                                                                              \nFee<\/b><\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\nGross Rental Income<\/td>\n <\/td>\n$<\/td>\n\n2,560,710<\/td>\n <\/td>\n$<\/td>\n\n76,821.30<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              \n <\/td>\n <\/td>\n <\/td>\nBuilding<\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                               <\/b><\/td>\n
                                                                                                                                                                                                                                                                                              \nPayPal
                                                                                                                                                                                                                                                                                              \n89.61%<\/b><\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Building Insurance<\/td>\n <\/td>\n$<\/td>\n\n27,000.00<\/td>\n <\/td>\n$<\/td>\n\n24,194.70<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              Flood and Earthquake Insurance<\/td>\n <\/td>\n$<\/td>\n36,000.00<\/td>\n <\/td>\n$<\/td>\n32,259.60<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n\n
                                                                                                                                                                                                                                                                                              <\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\n <\/td>\n <\/td>\n <\/td>\n <\/td>\n$<\/td>\n56,454.30<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\n <\/td>\n <\/td>\nTotal<\/td>\n <\/td>\n$<\/td>\n359,618.85<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                               <\/td>\n <\/td>\n <\/td>\nCost per SF per 1<\/td>\n <\/td>\n$<\/td>\n0.60<\/td>\n<\/tr>\n<\/table>\n\n\n\n
                                                                                                                                                                                                                                                                                              \nECO Pass Program<\/td>\n <\/td>\n\nParticipate in City promoted\/desired mass transit program<\/td>\n<\/tr>\n
                                                                                                                                                                                                                                                                                              \n <\/td>\n <\/td>\n\nCost may be approximately $100\/participating employee\/year Program is under study<\/td>\n<\/tr>\n<\/table>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8469],"corporate_contracts_industries":[9416],"corporate_contracts_types":[9583,9579],"class_list":["post-41714","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-paypal-inc","corporate_contracts_industries-financial__credit","corporate_contracts_types-land__ca","corporate_contracts_types-land"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/41714","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=41714"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=41714"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=41714"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=41714"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}