THE PREMISES SET FORTH IN SECTION 2.2 OF THE SUMMARY (THE
"PREMISES").
THE OUTLINE OF THE PREMISES IS SET FORTH IN EXHIBIT A ATTACHED
HERETO AND EACH FLOOR OR FLOORS OF THE PREMISES SHALL HAVE APPROXIMATELY THE
NUMBER OF RENTABLE SQUARE FEET AS SET FORTH IN SECTION 2.2 OF THE SUMMARY.
THE
PARTIES HERETO AGREE THAT THE LEASE OF THE PREMISES IS UPON AND SUBJECT TO THE
TERMS, COVENANTS AND CONDITIONS (THE "TCCS") HEREIN SET FORTH, AND TENANT
COVENANTS AS A MATERIAL PART OF THE CONSIDERATION FOR THIS LEASE TO KEEP AND
PERFORM EACH AND ALL OF SUCH TCCS BY IT TO BE KEPT AND PERFORMED AND THAT THIS
LEASE IS MADE UPON THE CONDITION OF SUCH PERFORMANCE.
THE PARTIES HERETO HEREBY
ACKNOWLEDGE THAT THE PURPOSE OF EXHIBIT A IS TO SHOW THE APPROXIMATE LOCATION OF
THE PREMISES IN THE "BUILDING," AS THAT TERM IS DEFINED IN SECTION 1.1.2, BELOW,
ONLY, AND SUCH EXHIBIT IS NOT MEANT TO CONSTITUTE AN AGREEMENT, REPRESENTATION
OR WARRANTY AS TO THE CONSTRUCTION OF THE PREMISES, THE PRECISE AREA THEREOF OR
THE SPECIFIC LOCATION OF THE "COMMON AREAS," AS THAT TERM IS DEFINED IN
SECTION 1.1.3, BELOW, OR THE ELEMENTS THEREOF OR OF THE ACCESSWAYS TO THE
PREMISES OR THE "PROJECT," AS THAT TERM IS DEFINED IN SECTION 1.1.2, BELOW.
EXCEPT AS SPECIFICALLY SET FORTH IN THIS LEASE AND IN THE WORK LETTER AGREEMENT
ATTACHED HERETO AS EXHIBIT B (THE "WORK LETTER AGREEMENT"), LANDLORD SHALL NOT
BE OBLIGATED TO PROVIDE OR PAY FOR ANY IMPROVEMENT WORK OR SERVICES RELATED TO
THE IMPROVEMENT OF THE PREMISES.
TENANT ALSO ACKNOWLEDGES THAT NEITHER LANDLORD
NOR ANY AGENT OF LANDLORD HAS MADE ANY REPRESENTATION OR WARRANTY REGARDING THE
CONDITION OF THE PREMISES, THE BUILDING OR THE PROJECT OR WITH RESPECT TO THE
SUITABILITY OF ANY OF THE FOREGOING FOR THE CONDUCT OF TENANT'S BUSINESS, EXCEPT
AS SPECIFICALLY SET FORTH IN THIS LEASE AND THE WORK LETTER AGREEMENT.
THE
TAKING OF POSSESSION OF THE PREMISES BY TENANT SHALL CONCLUSIVELY ESTABLISH THAT
THE PREMISES AND THE BUILDING WERE AT SUCH TIME IN GOOD AND SANITARY ORDER,
CONDITION AND REPAIR, SUBJECT ONLY TO (I) PUNCHLIST ITEMS PROVIDED TO LANDLORD
IN WRITING WITHIN THIRTY (30) DAYS FOLLOWING LANDLORD'S DELIVERY OF THE PREMISES
TO TENANT, (II) LATENT DEFECTS TO THE EXTENT IDENTIFIED AND, THEREAFTER,
PROMPTLY COMMUNICATED TO LANDLORD, (III) LANDLORD'S ONGOING OBLIGATIONS SET
FORTH IN SECTIONS 1.1.3 AND 29.33, AND ARTICLES 7 AND 24 OF THIS LEASE, AND
(IV) THE TERMS OF THE WORK LETTER AGREEMENT.
1.1.2
THE BUILDING AND THE PROJECT.
THE PREMISES ARE A PART OF THE
BUILDING SET FORTH IN SECTION 2.1 OF THE SUMMARY (THE "BUILDING").
THE BUILDING
IS PART OF AN OFFICE PROJECT KNOWN AS "KILROY SABRE SPRINGS."
THE TERM
"PROJECT," AS USED IN THIS LEASE, SHALL MEAN (I) THE BUILDING AND THE COMMON
AREAS, (II) THE LAND (WHICH IS IMPROVED WITH LANDSCAPING, PARKING FACILITIES AND
OTHER IMPROVEMENTS) UPON WHICH THE BUILDING AND THE COMMON AREAS ARE LOCATED,
AND (III) THE OTHER OFFICE BUILDINGS COMMONLY KNOWN AS 13480 AND