COMMON AREAS ARE MAINTAINED AND OPERATED SHALL BE AS SET
FORTH IN SECTION 6.1.6 OF THIS LEASE AND THE USE THEREOF SHALL BE SUBJECT TO
SUCH REASONABLE RULES, REGULATIONS AND RESTRICTIONS AS LANDLORD MAY MAKE FROM
TIME TO TIME (THE "RULES AND REGULATIONS").
THE RULES AND REGULATIONS OF THE
PROJECT, ATTACHED TO AND MADE A PART OF THE LEASE AS EXHIBIT D, SHALL NOT BE
CHANGED OR REVISED OR ENFORCED IN ANY UNREASONABLE WAY BY LANDLORD, NOR ENFORCED
OR CHANGED BY LANDLORD IN SUCH A WAY AS TO SUBSTANTIALLY INTERFERE WITH TENANT'S
USE OF OR ACCESS TO THE PREMISES.
IN THE EVENT OF ANY CONFLICT BETWEEN THIS
LEASE AND THE RULES AND REGULATIONS, THIS LEASE SHALL PREVAIL AND CONTROL AND
THE INCONSISTENT PROVISIONS OF THE RULES AND REGULATIONS SHALL NOT BE APPLICABLE
TO TENANT.
EXCEPT WHEN AND WHERE TENANT'S RIGHT OF ACCESS IS SPECIFICALLY
EXCLUDED AS THE RESULT OF (I) AN EMERGENCY, (II) A REQUIREMENT BY "APPLICABLE
LAWS," AS THAT TERM IS DEFINED IN ARTICLE 24 OF THIS LEASE, OR (III) A SPECIFIC
PROVISION SET FORTH IN THIS LEASE, TENANT SHALL HAVE THE RIGHT OF ACCESS TO THE
PREMISES, THE BUILDING, AND THE PROJECT PARKING FACILITY TWENTY-FOUR (24) HOURS
PER DAY, SEVEN (7) DAYS PER WEEK DURING THE "LEASE TERM," AS THAT TERM IS
DEFINED IN SECTION 2.1 OF THIS LEASE.
1.1.4
LANDLORD MODIFICATION OF THE PROJECT.
NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH IN SECTION 1.1.3, THE RULES
AND REGULATIONS OR ELSEWHERE IN THE LEASE, LANDLORD SHALL NOT MODIFY THE COMMON
AREAS OR ANY OTHER PORTION OF THE PROJECT IN SUCH A MANNER WHICH SHALL
(I) MATERIALLY DIMINISH THE AMOUNT OF VISITOR PARKING AVAILABLE TO THE BUILDING
FOR ANY SUSTAINED PERIOD; OR (II) UNREASONABLY OBSTRUCT OR INTERFERE WITH THE
ACCESSIBILITY OF THE PREMISES, THE BUILDING OR THE PARKING AREAS, THE VISIBILITY
OF TENANT'S SIGNAGE, OR TENANT'S USE AND ENJOYMENT OF THE PREMISES, THE BUILDING
OR THE PARKING AREAS.
1.2
RIGHT OF FIRST OFFER.
LANDLORD HEREBY
GRANTS TO THE TENANT ORIGINALLY NAMED IN THIS LEASE (THE "ORIGINAL TENANT") AND
ITS AFFILIATES AND PERMITTED ASSIGNEES (AS HEREINAFTER DEFINED) AN ONGOING RIGHT
OF FIRST OFFER WITH RESPECT ALL OF THE SPACE IN THE 29901 BUILDING AND ANY OTHER
BUILDING DEVELOPED BY LANDLORD AT THE PROJECT ("FIRST OFFER SPACE").
NOTWITHSTANDING THE FOREGOING (I) SUCH FIRST OFFER RIGHT OF TENANT SHALL
COMMENCE ONLY FOLLOWING THE EXPIRATION OR EARLIER TERMINATION OF ANY EXISTING
LEASE PERTAINING TO THE FIRST OFFER SPACE (THE "SUPERIOR LEASES"), INCLUDING ANY
RENEWAL OR EXTENSION OF SUCH EXISTING LEASE; AND (II) SUCH FIRST OFFER RIGHT
SHALL BE SUBORDINATE AND SECONDARY TO ALL RIGHTS OF EXPANSION, FIRST REFUSAL,
FIRST OFFER OR SIMILAR RIGHTS IN EXISTENCE AS OF THE DATE OF THIS LEASE TO
(A) THE TENANTS OF THE SUPERIOR LEASES AND (B) ANY OTHER TENANT OF THE PROJECT
(THE RIGHTS DESCRIBED IN ITEMS (I) AND (II), ABOVE TO BE KNOWN COLLECTIVELY AS
"SUPERIOR RIGHTS").
LANDLORD HEREBY REPRESENTS TO TENANT THAT THE ONLY HOLDER
OF SUPERIOR RIGHTS IS: LINE 6, INC. (THE CURRENT TENANT