EXTERIOR OF THE BUILDING AS DEPICTED ON EXHIBIT G ATTACHED HERETO AND
INCORPORATED HEREIN, WHICH SIGN SHALL BE TENANT'S NAME, "SUBORDINATE" TO
LANDLORD'S BUILDING DESIGNATION SIGN, IF ANY. TENANT SHALL PAY ALL ANNUAL AND
OTHER PERMIT FEES THEREFOR, SHALL PAY ALL COSTS OF INSTALLATION AND MAINTENANCE
THEREOF, SHALL KEEP THE SAME IN GOOD CONDITION, ORDER AND REPAIR AT ITS SOLE
COST AND EXPENSE, SHALL REMOVE THE SAME PRIOR TO TERMINATION OF THIS LEASE, AND
SHALL REPAIR AND RESTORE ANY DAMAGE TO THE BUILDING CAUSED BY SUCH INSTALLATION
AND/OR REMOVAL. ANY SUCH SIGN, AND THE DISPLAY OF TENANT'S NAME THEREON, SHALL
BE SUBJECT TO THE TERMS OF ANY RESTRICTIVE COVENANTS AND/OR SIGN CRITERIA
APPLICABLE THERETO AND ALL APPLICABLE LAWS, ORDINANCES AND REGULATIONS. LANDLORD
HEREBY APPROVES TENANT'S SIGNAGE DEPICTED ON EXHIBIT G-1 ATTACHED HERETO AND
INCORPORATED HEREIN.
38.
RIGHT OF FIRST OFFER. SO LONG AS NO EVENT OF DEFAULT THEN EXISTS
UNDER THIS LEASE, TENANT WILL HAVE THE FIRST RIGHT ("FIRST RIGHT") TO BE OFFERED
BY LANDLORD THE OPPORTUNITY TO LEASE ALL REMAINING SPACE (OTHER THAN THE
PREMISES) WITHIN THE BUILDING (THE "FIRST RIGHT SPACE"). THE FIRST RIGHT IS
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH IN THIS SECTION 38, AND IS FURTHER
SUBJECT TO ANY PRIOR RIGHTS TO SUCH SPACE GRANTED TO ANY OTHER TENANTS IN THE
BUILDING. IF AT ANY TIME AFTER THE COMMENCEMENT DATE WHILE THIS FIRST RIGHT IS
IN EFFECT LANDLORD INTENDS TO LEASE ALL OR ANY PART OF THE FIRST RIGHT SPACE,
THEN LANDLORD WILL FIRST NOTIFY TENANT THAT SUCH FIRST RIGHT SPACE IS AVAILABLE
FOR LEASE (THE "AVAILABLE SPACE"). TENANT MUST NOTIFY LANDLORD IN WRITING WITHIN
FIVE (5) DAYS OF RECEIVING LANDLORD'S NOTICE WHETHER TENANT DESIRES TO LEASE THE
AVAILABLE SPACE FROM
40
LANDLORD. IF TENANT NOTIFIES LANDLORD THAT TENANT DOES NOT DESIRE TO LEASE THE
AVAILABLE SPACE, OR IF TENANT DOES NOT RESPOND IN WRITING TO LANDLORD'S NOTICE
WITHIN SUCH FIVE (5) DAY PERIOD, THEN LANDLORD MAY FREELY LEASE THE AVAILABLE
SPACE WITHOUT RESTRICTION. IF TENANT NOTIFIES LANDLORD IN WRITING WITHIN SUCH
FIVE (5) DAY PERIOD THAT TENANT DESIRES TO LEASE THE AVAILABLE SPACE, THE
PARTIES WILL THEREAFTER NEGOTIATE FOR TENANT'S LEASE OF THE AVAILABLE SPACE FROM
LANDLORD. IF LANDLORD AND TENANT FAIL TO MUTUALLY AGREE UPON THE TERMS OF
TENANT'S LEASE OF THE AVAILABLE SPACE AND TO EXECUTE A WRITTEN AMENDMENT TO THIS
LEASE WITHIN TEN (10) DAYS AFTER TENANT DELIVERS TENANT'S OFFER NOTICE TO
LANDLORD, THEN LANDLORD'S OBLIGATIONS UNDER THIS SECTION 38 SHALL AUTOMATICALLY
TERMINATE AND BE OF NO FURTHER FORCE OR EFFECT AT THE END OF SUCH TEN (10) DAY
PERIOD. THE PURPOSE OF THIS SECTION 38 IS TO PROVIDE NOTICE TO TENANT SO THAT
TENANT MAY BE IN A POSITION TO OFFER TO LEASE SUCH SPACE ON A COMPETITIVE BASIS
WITH OTHERS, AND, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS
SECTION 38, NOTHING IN THIS SECTION 38 SHALL BE DEEMED TO BE AN OPTION OR RIGHT
OF FIRST REFUSAL.
39.
LEASE CONTINGENCY. TENANT ACKNOWLEDGES THAT, AS OF THE