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EXHIBIT 1 F
<br />1.23 'liokar" means the holder of any Security Instrument,
<br />1.24 "Expressly Restricted Use" mesas any use for; (a) offices of any division, agency or bureau of any foreign government or
<br />subdivision thereof, (b) offices of any healthcare professlonals or for the provision of say health care services, (c) Guy schools, (d) any retail or
<br />restaureut uses, (a) any residential use, (Q any communications uses such as broadcasting radio andlor television stations, (g) "exeautive suite" type
<br />uses where office suites are molatained for individual rental, or (it) any occupancy density greater than Ore average occupancy density for office
<br />tenants orthe Project.
<br />1.25 The "FNIRR" of the Premises for a particular Extension Term (as defined in $cheduta '9-P7 Or for a particular Loused First
<br />Right Space (as defined in Schedule 1.2' for the term of Tenant's lease thereof, shall be equal to the rent per square foot of Rentable Area thut
<br />Landlord has agreed to accept, or if Landlord determines that there has not been a reasonable number of current comparable transactions in tie
<br />Project, that landlords of ilia Comparable Buildings have agreed to accept, and sophisticated nonaffiliated tenants of the Project and/or Comparable
<br />Buildings have agreed to pay, in current urns-longth, nomequhy (i.e., not being offered equity in time building), transaotlons for comparable space (in
<br />teens of condition, floor location, view and floor helght) of a comparable size (in terms of square feet of Rentable Area), for a term equal to the
<br />Extension Term (or the temp of Tenant's lease of the applicable Leased First Right Space) and with a conamencameat date within six (6) months
<br />before or alter the first day of the Extension Term (or the applicable Offered Space Scheduled Commencement Date (as defined in Schedule "i-2"1),
<br />which rent per square foot shall take Into account and make adjustment for the existence, tinting and amount orally increases in rent following term
<br />commencement in the comparison transactions, and shall at all times take into consideration and make adjustment for all other material diffbreaces in
<br />all terms, conditions or factors (upplicable to the transaction in question hereunder or applicable to one or more of the comparison transactions used
<br />to determine the PMRR) the( a sophisticated lanai or sophisticated landlord would believe would have a material hnpactton a "fair market rental"
<br />determination; provided, however, that: (a) the rent fro• all comparison transactions shall be 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 lease, the rent for all comparison
<br />transactions shall, if applicable, be grossed up to reflect payment or operating expenses and taxes in excess of a base year as of ills year of
<br />coru ianeement of the transaction), (b) the presence, amount or absence of brokerage commissions In eithor (he subject transaction or the comparison
<br />transactions shall be disregarded, (e) any rent abatement or other free rent of oily type provided In comparison transactions for the period of the
<br />perfornnnce of any tenant improvement work (i.e., any "constmetion 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 file premises (or the Leased First
<br />Right Space) shall also be accounted for In the Well of the FMRR (provided that if In determining Ole FMRR for a subjea transaction
<br />hereunder, it is determined that tree rent or cash allowances (collectively, "Concessions") should be granted, Landlord may, at Landlard's sole
<br />option, elect all or any portion of the following: (i) to grant some or all of the Concessions to Tennnt ns free rent or as an improvement of lowance, or
<br />(it) to adjust time monthly installments of Ole Base Rent payable for tila Extension Temh or with respect to the Leased First Right Space, as the case
<br />may be, to be an effective rental rate which takes into consideration and deducts from monthly rent the amortized amount of the total dollar value of
<br />such Concessions, amortized on a straight line basis over the Extension Term or tie turn of'renant's lease or the Loused First Right Space, as
<br />applicable in which case tie Concessions so amortized shall not be provided to Tenant),
<br />1.26 "Porto Mxjeme Events" means events described in Section 17.5 below.
<br />1.27 "Handle", "Handled", or "Handling" manna, with respect to Hazardous Materials, any installation, hendling, generation,
<br />storage, treamnent, use, disposal, discharge, release, manufacture, ref iumnatit, presence, migration, emission, abatement, removal, transportation, or
<br />any other activity orally type io connection with or involving such Hazardous Materials. -
<br />1.28 "Hazardous Materials" 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; (11) that contains
<br />pcu-oleum, crude oil or any traction thereof; (IN) that contains polychlorinated bfphonyla (PCB's); (iv) that constitutes asbestos or esbestus.containing
<br />material; (v) that is radioactive; or (vi) that is lnfaetlnlha; or (b) any other material or substance displaying toile, reactive, Ignitnble or corrosive
<br />characteristics, as all such (erns are used in their broadest sense.
<br />1.29 "Holdover Rental hate" mains an amount equal to one hundred dry percent (150%) of the greater of (a) Landlord's Alen
<br />published asking rental rate or (b) the Base Rent and Additional Rent payable by Tenant to Landlord during the lest month of the Tema of this Lease.
<br />1.30 "10111al Premises" means the premises described in Item 2.3 ofthe Basic Lease Provisions.
<br />1.31 "Initial Term" means the period (which shall commence on the Commencement Date) that is doscrlbct in LtaIll 3.3_ orthe Basic
<br />Lease Provisions; provided that irtha Commencement Date shall occur on a day other than the first day of any calendar month, fur purposes of
<br />calculating the date all which the Initial Teri is scheduled to expire (I.e•, the Expiration Date For the Initial Term) and the timing of all scheduled
<br />Increases In Base Rent during the Initial Term (but not for oily other purpose), the Commencement Date shall be deemed to be the First day orthe
<br />calendar month following the Commencement Date.
<br />1.32 'instilltloaal Owner Practices" meats the practices of the mnjority of the Institutional owners of institutional grade first -°lass
<br />office projects in Orange C'oun(y, Califbrnia.
<br />1.13 •'Interest Rate" means on annual rate of interest equal to the Reference Rate plus two percent (2°Gd,
<br />1.34 "Landlord Default" is defined in Section 16.1 below.
<br />I.75 '-Landlord Parties" menus, collectively, Ltmdlord, Oaten West Capital Partners, LIZ, Fortress Invesunent Group, LLC, Gild the
<br />Property Manager, unit each of !heir Afriinlcs and all of their respective partners. menhers, officers. managers. direclots, trustees, employees,
<br />retirees, heneficinrics, emhu•ucors (including internal luvestment contractors,), agents. advisers, murlgagoas and ground lessors, agents, successors
<br />cart assigns.
<br />Vail WTI* Center Dr— City of Smsla Ann Cane -2-
<br />80A-521
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