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2.1.1 Landlord hereby leases the Premises to Tenant, and Tenant hereby leases the Premises from Landlord, upon all of the <br />terms, covenants and conditions contained in this Lease. Tenant acknowledges that Landlord has not made oily representation or warranty with <br />respect to the condition of the Premises, the Building or the Project with respect to the suitability or fitness of tiny of the same for the conduct of <br />Temuu's Permitted Use, its business or for tiny other purpose. Landlord does not represent and Tenant does not rely upon any specific type or <br />number of tenants occupying any space in lie Building and/or the Project during the Term of this Lease. Acceptance of possession of the Premises <br />by Tenant shall be conclusive evidence as against Tenant that the Premises are [lien in tenantable and good condition. <br />2.1.2 Landlord slid Temnt hereby agree that the number of RSF (also referred to as the "Rentable Area") contained: (a) <br />within Ilse Bit11d in is as set forth in Item 2.5 of the Basic Lease Provisions and (b) within the Premises is as set forth in Item 2.5 of the Basic Lease <br />Provisions, <br />2.1.3 Subject to Landlord's access control programs and the Rules and Regulations. Tenant and its employees and invitees <br />shall be entitled to access the Premises seven (7) days per week, twenty-four (24) hours per day. <br />2.1.4 Subject to all of the terms and conditions contained in this Lease and provided that Tenant performs all of its <br />obligations hereunder, Tenant shall have and peaceably enjoy the Premises during the Term of this Lease from and against all Persons holding an <br />interest in the Project from and through Landlord. <br />2.2 No Relocation of Premises: Right of First Offer. <br />2.2.1 No Reloea do it. Landlord shall have no right to relocate any portion of the Premises located on the second (2") floor <br />of the Building. Any relocation rights with respect to any portions of the Premises located on any other Moor of the Building will be specifically <br />negotiated in connection with Tenant's lease of any such space. <br />2.2.2 Right of First Offer. Tenant shall have a one-time Right of First Offer (defined below) with respect to the First Right <br />Space (defined below) subject to and In accordance with the terms and conditions of Schedule'?-2' ofL-xhibit "J" attached hereto, <br />2.3 Common Areas: Parking. <br />2.3,1 Common Areas. In connection with its lease of the Premises, Tenant shall have One non-exclusive right to use Ole <br />Comment Areas together with other Persons. The Common Areas shall be subject to Ole exclusive management and control of Landlord, and Tenant <br />shall comply with all Rules and Regulations pertaining to use of the Common Areas. Landlord shall have the right from time to time to designate, <br />relocate and limit the use of particular areas or potions of the Common Areas. Landlord shall also have the right to close all or any portion of the <br />Common Areas as may, in the sole discretion of Landlord, be necessary to prevent a dedication thereof or the neurual orally rights in any Denson. <br />2.3.2 Rental mul Use nrPorkine Passes; Visitor Parking. <br />(a) Commencing on die Commencement Date and continuing through the Term, Tenant shall rent from Landlord <br />and Landlord shall provide a number of Unreserved Parking Passes equal to die Parking Number specified in Item S of the Basic Lease Provisions. <br />Parking Fees shall be payable with respect to Parking Passes rented by Tenant at the rates provided in Section 4 3 1 bI below (which shall be subject to <br />abatement in accordance with Section 43.2 below). The Parking Passes arc with respect to, subject to the provisions of this Lease, use of the Parking <br />Facilities. The Parking Passes provided to Tenant pursuont to this Section 2.3.2 are provided to Tenant solely for use by officers, directors, mid <br />employees of Tenmtt, its Affiliates, sublessees and assignees, and such passes may not otherwise be transferred, assigned, subleased or otherwise <br />alienated by Tenant to any other type of transferee widiout Landlord's prior approval. <br />(b) The specific locations within the Poking Facilities in which die Unreserved Parking Passes may be used shall <br />be specified by and may, from time to time, be relocated by Landlord in its sole discretion. In addition, it is expressly understood and agreed that <br />Landlord shall have the right to implement, administer slid enforce a parking management program, with respect to die Parking Facilities generally, <br />with respect to use of one or more types or Parking Passes in particular, and/or with respect to the use of the Parking Passes rented by one or more <br />specific tenant or tenants (including Tenant), with parking management plan may include, without limitation, any or more orthe following measure <br />or features: oversell of Parking Passes; expansion orthe Parking Facilities to include additional parking lots or structures within a reasonable distance <br />from the Building; reservation of specific portions of the Parking Facilities for parking by one or more specific Building tenants (including Tenant) <br />and/or for one or moreBuilding tenants' business visitors; implementation orvalet or assisted parking programs or measures; creation and allocation <br />of tandem parking spaces to specific Building tenants; designation of visitor parking rates: and allocution of wi idntion privileges to one or more <br />Building tenants. It is specifically understood and agreed that it' landlord implements one or more such measures or features that are: (i) generally <br />applicable to the Parking Facilities, the costs Incurred to implement, administer and enforce such mcosures shall be included in Operating Costs or <br />(ii) that are specific to Tenant, the costs incurred to implement, administer and enforce such measures shall be reimbursed by Tenant. <br />(c) Visitor Parking, <br />(i) Tenant's business visitors may park in the Parking Facilities, nr in die applicable pmiions thereof <br />designated by I-oildlord, on a first come, first served basis, upon payment ol'the prevui ling fee for parking charged to visitors to the Project. 'tenant <br />shall have the right to purchase liom Landlord, nt Landlord's then prevailing rate, Project Parking Validations (defined below), to be used only by <br />Tenant's BUlaeaa Customers (defined below) Far parking in the Parking Facilities without charge, "Project Prancing Validations" means <br />validations. in such form a, Landlord, in its sole but good faith discretion, shall oftcr frum time to time. permitting persons using such validations to <br />park in the Parking Facilities fur specified periods of time without charge (i.e.. a 30-minute vnlidation would pemhit parking without charge in the <br />Parking Facilities Ibr a period up to 30 mimucs). "Tenn it is BIts i ness Cast011ie rs" means Poisons that visit the Premises lot the specific propose of <br />ccnduoil itg business a the Premises (mid to the avoidance of dotbl, shall not IileLid e any employees 0n vol, nI or tnq of Iis'rransferecs who have <br />aMecs (on un exclusive or sh orud has is) at the Premises). <br />Rol WCh Ic•Cennn Dr—ChY ufSrmtn.-Ina Lease .5- <br />