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EXHIBIT 1 E
<br />1,21 "IlaIda," means the halderofany Security inahvmen6
<br />1.24 "Expressly Restricted Use" means any use for: (a) offices of any division, agency or bureau of any foreign government or
<br />subdivision thereof, (b) offices or any healthcare professionals or for Ilia provision or any health care services, (e) on schools, (d) shy retail or
<br />restaurant uses, (a) any residential use, (f) any communications uses such as broadcasting radio and/or television stations, IS) "executive suite" type
<br />,,sea where office suites ilia maintained for Individual rental, or (h) any occupancy density greater than die average occupancy density for office
<br />tenants ofthe Project.
<br />1.25 The "FM RR" of the Premises for a particular Extension Tema (as defined In Schedule "1• I") or for a particular Leased First
<br />Right Space (as defined in c "J.2' for the term of Tenant's lease dtereof, shall be equal to the rent per square foot of Rantable Arco that
<br />Landlord has agreed to accept, or if Landlord determines that there has not been a reasonable number of current comparable transactions in die
<br />Project, that landlords ofthe Comparable Buildings have agreed to accept, and sophisticated nonaffiliated tenants of the Project and/or Comparable
<br />Buildings have agreed to pay, In current arms -length, non-equily (i,e„ not being offered equity in the building), transactions for comparable space (in
<br />terms of condition, floor location, view and floor height) of a comparable size (in terms of square feet of Rentable Area), for a twin equal to the
<br />Extension Term (or the term of Tenant's lease of the applicable Leased First Right Space) and with a commeneomenl date within six (6) months
<br />before or after the first day of the Extension Term (or the applicable Offered Space Scheduled Commencement Date (as donned In r he k,',"1-2'9),
<br />which rent per square foot shall lake into account and make adjustment for the existence, tinting and amount of any increases In rent following term
<br />commencement in die comparison transactions, and shall at all times take into consideration and make adjustment for all other material differences in
<br />all terms, conditions or factors (applicable to die transaction in question hereunder or applicable to one or more of the comparison transactions used
<br />to determine the PMRR) that a sophisticated tenant or sophisticated landlord would believe would have a material Impact an a "fair market rental"
<br />determination; provided, however, that: (a) the rent foil all comparison transactions shall he adjusted to reflect payment of operating expenses and
<br />real estate taxes In the same manner as the same she payable hereunder (e.g" If this Is o modified, full service gross Janos, the rent for all comparison
<br />transactions shall, if applicable, be grossed up to retoct payment of operating expenses and taxes in excess of a base year as of the year of
<br />conumoncement of the transaction), (b) die presence, amount or absence of brokerage commissions in either the subject transaction or the comparison
<br />transactions shall be disregarded, (a) any rant abatement or other free rent of any type provided br comparison transactions for the period of the
<br />perfarntancc ofany tenant inipoveareat work (Le„ any "construct! oil period") shall be disregarded, and (d) If any tenant Improvements or allowance
<br />provided far in comparable transactions shall be taken Into account, then the value of any exisdag improvements in the Premises (or the Leased First
<br />Right Space) shall also be accounted for in the calculation of the FMRR (provided that if in detemhining the FMRR for a subject transaction
<br />hereunder, it is determined that fine rent or cash allowances (collectively, "Concessions") should be granted, Landlord may, at Landlord's will:
<br />option, elect all or any portion of the fallowing: (1) to grant some or all or'the Concessions to Tenant as free rent or as an improvement allowance, or
<br />(it) to adjust die monthly installments of the Base Rent payable for the Extension Term or with respect to the Leased First Right Space, as the ease
<br />may be, to be an effective rental rate which takes into consideration end deducts from monthly rent the amortized national of the total dollar value of
<br />such Concessions, amortized on a straight line basis ever the Extension Term or die term of Ttrant's lease of the Leased First Right Space, as
<br />applicable in which case die Cuncessions so amoatized sliall not be provided to Tenant).
<br />1,26 "Force Mnjeure Events" means events described in Section 17.5 below,
<br />1.27 "Handle", "Handled", or "!dandling" means, with respect to Hazardous Materials, any installation, handling, generation,
<br />storage, neouneot, use, disposal, discharge, release, manufacture, retluemest, pl'esience, migration, emission, abatement, removal, transportation, or
<br />any other activity of any type la connection with or involving such Hazardous Materials,
<br />d
<br />1,28 "Hazardous Materials" means: (a) any material or substance: (I) 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; (Ii) that contains
<br />petroleum, crude oil or my fraction thereof; (fii) tint contains polychlorinated bfplhenyls (PCB's); (iv) that constitutes Asbestos or asbestos -containing
<br />material; (v) that is radioactive; or (vi) that is Infectious; or (b) any Other material or substance displaying toxic, reactive, Ignitable or corrosive
<br />characteristics, ns all such terns era used in their broadest Sense.
<br />1.29 °hloldover Rental Bate" means an amount equal to one hundred rRy percent (150%) of the greater of, (a) Landlord's then
<br />published Asking rental rate or (b) die Base Rent and Additional Rant payable by Tenant io Landlord during Ilia last month of the Term of this Lease.
<br />1.30 "Initial Promises" means the premises described in ten, 2 3 of the Basic Lease Provisions,
<br />1.31 "initial Term" means die period (which shall commence on the Commencement Date) that is described in Item 3.3 or'the Basic
<br />Louse Provisions; provided dint if Ilia Commencement Date shall occur on a day other than the first day of any calendar month, fur purposes or
<br />calculating the date on which ilia Initial Terh is scheduled to expire (Ile,, the Expiration Date for the Initial Tarn) slid the timing of all srfiedulcd
<br />increases in Base Rent during the Initial Term (but not for any other purpose), the Commencement Data shall be deemed to be the first day of the
<br />calendar month following Ilia Commencement Date.
<br />1.32 "Institutional Owner Practices" means the practices of the majority of the institutional owners ofinslinalonal grade first-class
<br />office projects in Orange County, Cal lf'arnia.
<br />1.33 "Interest Rule" means an annual rate orInterestequal to (lie Reference Rate plus two percent (2°/,),
<br />1.34 `Landlord Default" Is dcRned in Section 16.1 below,
<br />I ,35 "Landlord Parties" means, oollectivaly, Landlord, Ocean West Capitol Partners, LIZ, Fortress Investment Group, LLC, and the
<br />Property Manager, and each of their Affiliates and all of their respeolive Partners. members, officers. managers. directors, trustees, employees,
<br />retirees, heueliciuries, Cnntrucurs (including Internal Investment contractors!, Agents, advisors. mortgagees anti ground lessors. Agents, successor
<br />and Assigns,
<br />TV 6' Chsr Center Dr— Clp1 of Sham Ann Leme -2.
<br />80A-425
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