|
EXHIBIT 1C
<br />1.23 "11older"means the holder of Any Security Instrument,
<br />1,24 "Expressly Restricted Use" means any use for: (A) offices of tiny division, agency or bureau of any foreign government or
<br />subdivision thereof, (b) offices of any health care professionals or for ilia provision of any health care services, (a) any schools, (d) may retail or
<br />restaurant uses, (a) any residential use, (n any communications uses such as broadcasting radio and/or television stations, (g) "executive suite" type
<br />uses where Office Suites file molalniaed for Individual rental, or (h) any occupancy density greater than die average Occupancy density for office
<br />tenants of the Plmject.
<br />1.25 The "FMRR" of the Premises for a purdculnr Extension Toren (as defined In Schedule "r-I") or roe a particular Lcosed First
<br />Right Space (as defined in Schedule "J-2' for the term of Tenant's lease thereof; shall be equal to the rent per square fact of Rantnble Area that
<br />Landlord has agreed to accept, or If Landlord determines that there has not been a reasonable number of current comparable transactions in the
<br />Project, that landlords of the Comparable Buildings have agreed to accept, and sophisticated nonafiilieled tenants orthe Project and/or Comparable
<br />Buildfngs have agreed to pay, In current anus-longth, non-eqully (i.e., not being offered equity in ilia building), transactions for comparable space (in
<br />lens or condition, floor location, view and floor height) of a comparable size (in terms of square feet of Rentable Area), for a term equal to the
<br />Extension Term (or the term of Tenant's lease of the applicable Leased First Right Space) and with a commencement dale within six (6) months
<br />berate or after the first day of the Extension Tenn (or the applicable Offered Space Scheduled Commencement Date (as defined in Schedule "i-T, ),
<br />which rent per square foot shall take into account and make adjustment for the existence, tinting and amount of any increases in rent following term
<br />commencement in the comparison transactions, and shall atoll times take Into consideration and make adjustment for all other material differences in
<br />all forms, conditions or factors (applicable to die transaaflon in questlan hereunder or applicable In one or more of die comparison treasacdons used
<br />to determine the FMRR) that a sophisticated tenant or sophisticated landlord would believe would have a material impact on a "fair market rental"
<br />determination; provided, however, that: (a) the rent for all comparison transactions shall he adjusted to reflect payment of operating expenses and
<br />real estate taxes In the same manner as the same are payable hereunder (e.g, If this Is a modified, full service gross Was, the rent for all comparison
<br />transactions shall, if Applicablo, be grossed up to reflect payment of operating expenses and taxes in excess of a base yam` As of the year of
<br />connnencement of the transaction), (b) the presence, Amount or absence of brokerage commissions in wither the subject transaction or the comparison
<br />transactions shall be disregarded, (c) any rent abatement or other free rent of any type provided In comparison transactions for the period of the
<br />perld mtnnce Of any tenant improvement work (i.e„ any "construction period") shall be disregarded, and (d) if any tenant improvements or allowance
<br />provided for in comparable transactions shall be taken into account, then the value of any existing Improvements in ilia Premises (or the Leased First
<br />Right Space) shall also be accounted for in the calculation of the FMRR (provided that if in detemaining the FMRR for a subject transaction
<br />hereunder, it is deterned that free rent or cash allowances (collectively, "Concessions") should be granted, Landlord may, at Landlord's sale
<br />option, elect all or any portion of the following: (1) to grant some or all arthe Concessions to Tenant as free rent area an improvement allowance, or
<br />(i1) to adjust the monthly installments of the Base Rent payable for the Extension Term or with respect to the Lensed First Right Space, as the case
<br />may be, to be an effective rental rate which takes into consldoralion and deducts from manthly rent the amortized amount of the total dollar value of
<br />such Concessions, anordwd on a slrnigiit line basis over the Extension 'term or die tern of Tenant's lease of the Lensed First Right Space, as
<br />Applicable in which case toe Concessions so anodized shall not be provided to Tenant).
<br />1,26 "Force rv1ajeuva Events"means eventsdescribed in ecion 17.5 below.
<br />1.27 "Handle", "Handled", or "klandlhhg" menus, with respect to Hazardous Materials, any installation, handling, generation,
<br />slorage, n•enunem, use, disposal, discharge, release, manufacture, rellnemeliq presence, migration, emission, abatement, removul, transporinllon, or
<br />any olheractivily of any type In connection with or Involving such Hazardous Materials. '
<br />1,25 "Hazardous Ivinterials" means; (a) any material or substance: (1) that Is defined or that becomes defined as a "hazardous
<br />substance", "hazardous waste," "infectious waste", "chemical mixture or substance," or"air pollutant" under Environmental Laws; (li) that contains
<br />peumleum, crude oil army freedom thereof; (111) tint contains polychlorinated biphenyls (11C13's); (iv) that constitutes Asbestos or aslxstas-containing
<br />material; (v) dint is radioactive; or (vi) that is infectious; or (b) any other material or substance displaying toxic, reactive, ignitable or corrosive
<br />characteristics, as ell such (aria are used is their broadest sense,
<br />1.29 "l'loldover Rental Rate" means an amount equal to one hundred dry percent (15094) of the greater of (a) Landlord's then
<br />published asking rental rate or (b) the Base Rent and Additional Rent payable by Tenant to Landlord during ilia last month of the Term orthis Lease.
<br />1.30 "Initial Premises" means the premises described in Item 2.3 of the Basic Lease Provisions,
<br />1.31 "l nidal Term" means die period (which shall commence on the Commencement Date) that is described in Bein 3.3 of the Basic
<br />Leese Provisions; provided that if ilia Cominencement Date shall occur on a day other than the first day of any calendar month, fur purposes or
<br />wleulating the date on which ilia Initial Term is scheduled to expire (i.e., the Expiration Date for the Initial Tornl) aid the timing or all scheduled
<br />increases to Dose Rent during the Initial Term (but not tar any other purpose), the Comumencement Date shall be deemed to be the first day of the
<br />calendar month following (lie Commencement Date.
<br />1.32 "Instlnrtlonal Owner Practices" means the prnetices of the majority of the Institutional owners of institutional grade first-eloss
<br />0111ve projects In Orange County, CAllhal'nln.
<br />1.33 '1Incrust 1111W, means An annual rate ol'hueresi equal to time Reference Rate plus two percent (20/,).
<br />1.34 "Landlord Default"Is defined in Section 16.1 below,
<br />I.75 '-Landlord Parties" menus, collectively, Landlord, Nam West Capital partners, LLC, Fortress Investment Group, LLC, and the
<br />Pmporty Manager, and each Of (heir AFBllates and all of their respective partners. members, officers. managers. chaelos, trustees, employees,
<br />ratirces, heheticiarie's, contractors including internal Invieument eontnl Cl019 ), agents, advisors. InortgugeeY find ground lessors, agents, ailecesaors
<br />And assigns.
<br />801 a'C1vfv C'enrer Dr-Clp, nfSuwa.4nn Lease -2-
<br />80A-236
<br />
|