LAWS
IN EFFECT ON THE DATE THIS SUBLEASE IS EXECUTED AND AS SUBSEQUENTLY MODIFIED) IN
OR ABOUT THE SUBLEASED PREMISES OR THE BUILDINGS OR THE LAND INCLUDING, WITHOUT
LIMITATION, HAZARDOUS SUBSTANCES IN THE GROUND WATER OR SOIL, NOT PLACED IN THE
SUBLEASED PREMISES BY SUBLESSEE;
(W)
COSTS ARISING FROM SUBLESSOR'S CHARITABLE OR
POLITICAL CONTRIBUTIONS;
(X)
COSTS FOR SUBLESSOR'S WORK AND/OR DEFECTS
IN THE BASE, SHELL OR CORE OF THE BUILDINGS, THE PROJECT COMMON AREA, THE
PARKING FACILITIES, THE LAND AND/OR IMPROVEMENTS INSTALLED BY SUBLESSOR, ITS
AGENTS, CONTRACTORS, EMPLOYEES, SUBLESSEES AND/OR INVITEES AND/OR REPAIRS
THEREOF;
(Y)
COSTS FOR STRUCTURAL DEFECTS, REPAIRS OR
ALTERATIONS TO THE BUILDINGS, THE PARKING FACILITIES AND/OR OTHER IMPROVEMENTS
TO THE LAND, EXCEPT TO THE EXTENT DAMAGE TO THE SAME IS CAUSED BY SUBLESSEE.
(Z)
COSTS ARISING FROM ANY MANDATORY OR
VOLUNTARY SPECIAL ASSESSMENT ON THE BUILDINGS, THE PARKING FACILITIES OR THE
LAND BY ANY TRANSIT DISTRICT AUTHORITY OR ANY OTHER GOVERNMENTAL ENTITY HAVING
THE AUTHORITY TO IMPOSE SUCH ASSESSMENT IN CONNECTION WITH THE INITIAL
CONSTRUCTION OF THE BUILDINGS;
(AA)
COSTS FOR THE ACQUISITION OF (AS CONTRASTED WITH
THE INCIDENTAL CLEANING AND MAINTENANCE OF) SCULPTURE, PAINTINGS OR OTHER
OBJECTS OF ART;
(BB)
COSTS (INCLUDING IN CONNECTION THEREWITH ALL
ATTORNEYS' FEES AND COSTS OF SETTLEMENT JUDGMENTS AND PAYMENTS IN LIEU THEREOF)
ARISING FROM CLAIMS, DISPUTES OR POTENTIAL DISPUTES IN CONNECTION WITH POTENTIAL
OR ACTUAL CLAIMS LITIGATION OR ARBITRATIONS PERTAINING TO THE PRIME LEASE,
SUBLESSOR AND/OR THE LAND (AND NOT ARISING OUT OF ANY BREACH OF THIS SUBLEASE BY
SUBLESSEE), INCLUDING WITHOUT LIMITATION ANY SUMS PAYABLE UNDER THE DECLARATION
AND THE SETTLEMENT AGREEMENT DATED AS OF NOVEMBER 21, 1997 BY AND AMONG
SUBLESSOR, AEW/LBA ACQUISITION CO. II, LLC., A CALIFORNIA LIMITED LIABILITY
COMPANY, RANCHO BERNARDO CORPORATE CENTER PROPERTY OWNERS ASSOCIATION AND
RUDOLPH & SIETTEN;
(CC)
COSTS ASSOCIATED WITH THE OPERATION OF THE
BUSINESS OF THE PARTNERSHIP OR ENTITY WHICH CONSTITUTES PRIME LESSOR AND
SUBLESSOR AS THE SAME ARE
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DISTINGUISHED FROM THE COSTS OF OPERATION OF THE BUILDINGS, INCLUDING
PARTNERSHIP ACCOUNTING AND LEGAL MATTERS, COSTS OF DEFENDING ANY LAWSUITS WITH
OR CLAIMS BY ANY MORTGAGEE, COSTS OF SELLING, SYNDICATING, FINANCING, MORTGAGING
OR HYPOTHECATING ANY OF PRIME LESSOR'S AND/OR SUBLESSOR'S INTEREST IN THE LAND,
THE BUILDINGS AND/OR THE PROJECT, COSTS OF ANY DISPUTES BETWEEN PRIME LESSOR,
SUBLESSOR AND THEIR EMPLOYEES (IF ANY) NOT ENGAGED IN OPERATION OF THE SUBJECT
BUILDING, DISPUTES OF PRIME LESSOR AND/OR SUBLESSOR AND THEIR EMPLOYEES WITH
MANAGEMENT OF THE BUILDINGS, OR OUTSIDE FEES PAID IN CONNECTION WITH DISPUTES
WITH OTHER SUBLESSEES OR OCCUPANTS OF THE BUILDINGS;
(DD)
ANY SUPPLEMENTAL TAXES ARISING FROM A TRANSFER
OCCURRING PRIOR TO THE DATE OF THIS SUBLEASE AND/OR ANY INCREASES OF, OR
REASSESSMENT IN, REAL PROPERTY TAXES AND ASSESSMENTS IN EXCESS OF TWO PERCENT
(2%) OF THE TAXES FOR THE PREVIOUS YEAR (EXCEPT AS MAY RESULT FROM SUBLESSOR'S
WORK OR SUBLESSEE'S WORK), AND ANY INCREASE IN REAL PROPERTY TAX RESULTING FROM
A CHANGE IN OWNERSHIP OF THE LAND, THE PROJECT AND/OR THE PRIME LEASE OTHER THAN
BY THE PRIME LESSOR OR