Common use of Future Development Clause in Contracts

Future Development. Provided the Tenant is Ionis Pharmaceuticals, Inc., or an affiliate, and Tenant is operating for the Permitted Use, in no event shall Landlord take any action or permit any actions to be taken that may or will increase or decrease, modify, change or alter the zoning or entitlements of the Premises, alter the Buildings, change the site amenities, or add additional improvements without the express written consent of Tenant. Notwithstanding the foregoing, subject to the terms of this Section 10.5, Landlord reserves all rights as may be necessary or desirable to construct additional improvements serving the Premises, the Companion Premises, or both, in connection with the construction of the improvements under the Companion Lease, including, without limitation, pedestrian walkways, installation of utilities and utility connections, structured parking, a pedestrian bridge, and site improvements at the Premises, and to modify the Buildings in connection with any such additional development, all as required by the Companion Lease and consistent with the plans and specifications for the construction of the Companion Premises (“Future Development”). In connection with any such Future Development, facilities at the Premises may be eliminated, altered, or relocated and may also be utilized to serve the Companion Premises. The rights set forth above shall include rights to use portions of the Premises for the purpose of temporary construction staging and related activities and to implement valet parking for reserved and unreserved parking spaces for the purpose of facilitating construction during such activities. 10.5.1 Landlord and its representatives, contractors, agents, employees and licensees shall have the right during any construction period to enter the Premises to undertake such work; to shore up the foundations, walls, and other improvements at the Premises; to erect scaffolding and protective barricades around the Premises; and to do any other act necessary for the safety of the improvements at the Premises or the expeditious completion of such construction. Landlord shall use reasonable efforts not to interfere with the conduct of Txxxxx’s business and to minimize the extent and duration of any inconvenience, annoyance or disturbance to Tenant resulting from any work pursuant to this Section in or about the Premises, consistent with accepted construction practice, and so long as Landlord uses such reasonable efforts Landlord shall not be liable to Tenant for any compensation or reduction of Rent by reason of inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to this Section. 10.5.2 Tenant agrees to enter into any instruments reasonably requested by Landlord in connection with the Future Improvements, and for the continued maintenance of such Future Improvements, so long as the same do not materially decrease the rights or materially and adversely increase the obligations of Tenant under this Lease, including reciprocal easement agreements, declarations of covenants, and other agreements to facilitate use of the improvements between the Premises and Companion Premises. Tenant agrees not to take any action to oppose any application by Landlord for any permits, consents or approvals from any governmental authorities for any redevelopment or additional development of all or any part of the Companion Premises, and will use all commercially reasonable efforts to prevent any of Tenant’s subtenants or assigns, and Txxxxx’s and their respective officers, directors, employees, agents, contractors and consultants from doing so. For purposes hereof, action to oppose any such application shall include, without limitation, communications with any governmental authorities requesting that any such application be limited or altered. Also for purposes hereof, commercially reasonable efforts shall include, without limitation, commercially reasonable efforts, upon receiving notice of any such action to oppose any application on the part of any Tenant Parties, to obtain injunctive relief, and, in the case of a subtenant, exercising remedies against the subtenant under its sublease.

Future Development. Provided the Tenant is Ionis Pharmaceuticals, Inc., or an affiliate, and Tenant is operating for the Permitted Use, in no event shall Landlord take any action or permit any actions to be taken that may or will increase or decrease, modify, change or alter the zoning or entitlements of the Premises, alter the Buildings, change the site amenities, or add additional improvements without the express written consent of Tenant. Notwithstanding the foregoing, subject to the terms of this Section 10.5, (a) Landlord reserves all rights as may be necessary or desirable to construct additional improvements serving the Premises, the Companion Premises, or both, in connection with the construction of the improvements under the Companion Lease, including, without limitation, pedestrian walkways, installation of utilities and utility connections, structured parking, a pedestrian bridge, and site improvements parking at the PremisesProperty in the location shown on Exhibit 20.11 or, and if otherwise permitted under this Section 20.11(a), one or more additions to modify the Buildings in Building. In connection with any such additional development, all as required by the Companion Lease exterior common areas and consistent with the plans and specifications for the construction of the Companion Premises (“Future Development”). In connection with any such Future Development, facilities at the Premises Property may be eliminated, altered, or relocated and may also be utilized to serve the Companion PremisesBuilding addition(s) and other new improvements. The rights set forth above shall include rights to use portions of the Premises Property (other than the Premises) for the purpose of temporary construction staging and related activities and to implement valet parking for reserved and unreserved parking spaces for the purpose of facilitating construction during such activities. Landlord agrees that, so long as no Event of Default is continuing under this Lease, it shall not construct any material additions to the Building unless such construction is in accordance with the exercise of Tenant’s rights pursuant to Article 25 and it shall not construct any additional structured parking that would inhibit Tenant’s rights pursuant to Article 25 in any material manner. 10.5.1 (b) Landlord and its representatives, contractors, agents, employees and licensees shall have the right during any construction period to enter the Premises to undertake such work; to shore up the foundations, walls, foundations and/or walls of the Premises and other improvements at the PremisesProperty; to erect scaffolding and protective barricades around the PremisesPremises or in other locations within or adjacent to the other improvements at the Property; and to do any other act necessary for the safety of the Premises or other improvements at the Premises Property or the expeditious completion of such construction. Landlord shall use reasonable efforts not to interfere with the conduct of TxxxxxTenant’s business and to minimize the extent and duration of any inconvenience, annoyance or disturbance to Tenant resulting from any work pursuant to this Section in or about the PremisesPremises or Property, consistent with accepted construction practice, and so long as Landlord uses such reasonable efforts Landlord shall not be liable to Tenant for any compensation or reduction of Rent by reason of inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to this Section. 10.5.2 (c) In connection with the foregoing or as Landlord may otherwise reasonably determine is necessary to accommodate the financing or operation of the Building, Landlord may create a subsidiary condominium or subject the Property to a ground lease. In the event the Building is submitted to a subsidiary condominium regime, the Property shall be deemed to be the condominium unit in which the Premises is located and all common areas and facilities serving such unit of the condominium, and, at the request of either Landlord or Tenant, Exhibit 1.01-2 shall be amended accordingly. This Lease shall be subject and subordinate to any such ground lease or condominium (and covenants and easements granted in connection therewith) so long as the same are not inconsistent in any material respect with Tenant’s rights under this Lease. Tenant agrees to enter into any instruments reasonably requested by Landlord in connection with the Future Improvements, and for the continued maintenance of such Future Improvements, foregoing so long as the same do not materially decrease the rights or materially and adversely increase the obligations of Tenant under this Lease, including reciprocal easement agreements, declarations a subordination of covenants, and other agreements this Lease to facilitate use of a ground lease or documents creating a subsidiary condominium at the improvements between the Premises and Companion PremisesProperty. Tenant agrees not to take any action to oppose any application by Landlord for any permits, consents or approvals from any governmental authorities for any redevelopment or additional development of all or any part of the Companion PremisesProperty, and will use all commercially reasonable efforts to prevent any of Tenant’s subtenants or assignsassigns (collectively, and Txxxxx’s and their respective officers, directors, employees, agents, contractors and consultants “Tenant Responsible Parties”) from doing so. For purposes hereof, action to oppose any such application shall include, without limitation, communications with any governmental authorities requesting that any such application be limited or altered. Also for purposes hereof, commercially reasonable efforts shall include, without limitation, commercially reasonable efforts, upon receiving notice of any such action to oppose any application on the part of any Tenant Responsible Parties, to obtain injunctive relief, and, in the case of a subtenant, exercising remedies against the subtenant under its sublease. Landlord will reimburse Tenant for all reasonable third party attorneys’ fees that Tenant incurs to review any such documents and agreements.

Future Development. Provided the Tenant is Ionis Pharmaceuticals, Inc., or an affiliate, and Tenant is operating for the Permitted Use, in no event shall Landlord take any action or permit any actions to be taken that may or will increase or decrease, modify, change or alter the zoning or entitlements of the Premises, alter the BuildingsBuilding, change the site amenities, or add additional improvements without the express written consent of Tenant. Notwithstanding the foregoing, subject to the terms of this Section 10.5, Landlord reserves all rights as may be necessary or desirable to construct additional improvements serving the Premises, the Companion Premises, or both, in connection with the construction of the improvements under the Companion Lease, including, without limitation, pedestrian walkways, installation of utilities and utility connections, structured parking, a pedestrian bridge, and site improvements at the Premises, and to modify the Buildings Building in connection with any such additional development, all as required by the Companion Lease and consistent with the plans and specifications for the construction of the Companion Premises (“Future Development”). In connection with any such Future Development, facilities at the Premises may be eliminated, altered, or relocated and may also be utilized to serve the Companion Premises. The rights set forth above shall include rights to use portions of the Premises for the purpose of temporary construction staging and related activities and to implement valet parking for reserved and unreserved parking spaces for the purpose of facilitating construction during such activities. 10.5.1 Landlord and its representatives, contractors, agents, employees and licensees shall have the right during any construction period to enter the Premises to undertake such work; to shore up the foundations, walls, and other improvements at the Premises; to erect scaffolding and protective barricades around the Premises; and to do any other act necessary for the safety of the improvements at the Premises or the expeditious completion of such construction. Landlord shall use reasonable efforts not to interfere with the conduct of TxxxxxXxxxxx’s business and to minimize the extent and duration of any inconvenience, annoyance or disturbance to Tenant resulting from any work pursuant to this Section in or about the Premises, consistent with accepted construction practice, and so long as Landlord uses such reasonable efforts Landlord shall not be liable to Tenant for any compensation or reduction of Rent by reason of inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to this Section. 10.5.2 Tenant agrees to enter into any instruments reasonably requested by Landlord in connection with the Future Improvements, and for the continued maintenance of such Future Improvements, so long as the same do not materially decrease the rights or materially and adversely increase the obligations of Tenant under this Lease, including reciprocal easement agreements, declarations of covenants, and other agreements to facilitate use of the improvements between the Premises and Companion Premises. Tenant agrees not to take any action to oppose any application by Landlord for any permits, consents or approvals from any governmental authorities for any redevelopment or additional development of all or any part of the Companion Premises, and will use all commercially reasonable efforts to prevent any of Tenant’s subtenants or assigns, and TxxxxxXxxxxx’s and their respective officers, directors, employees, agents, contractors and consultants from doing so. For purposes hereof, action to oppose any such application shall include, without limitation, communications with any governmental authorities requesting that any such application be limited or altered. Also for purposes hereof, commercially reasonable efforts shall include, without limitation, commercially reasonable efforts, upon receiving notice of any such action to oppose any application on the part of any Tenant Parties, to obtain injunctive relief, and, in the case of a subtenant, exercising remedies against the subtenant under its sublease.

Future Development. Provided the Tenant is Ionis Pharmaceuticals, Inc., or an affiliate, and Tenant is operating for the Permitted Use, in no event shall Landlord take any action or permit any actions to be taken that may or will increase or decrease, modify, change or alter the zoning or entitlements of the Premises, alter the Buildings, change the site amenities, or add additional improvements without the express written consent of Tenant. Notwithstanding the foregoing, subject to the terms of this Section 10.5, (a) Landlord reserves all rights as may be necessary or desirable to construct additional improvements serving the Premises, the Companion Premises, or both, in connection with the construction of the improvements under the Companion Lease, including, without limitation, pedestrian walkways, installation of utilities structured parking and utility connections, structured parking, a pedestrian bridge, and site improvements buildings at the Premises, and property that is subject to modify the Buildings in Condominium. In connection with any such additional development, all as required by the Companion Lease exterior common areas and consistent with the plans and specifications for the construction of the Companion Premises (“Future Development”). In connection with any such Future Development, facilities at the Premises Property may be eliminated, altered, or relocated and may also be utilized to serve the Companion Premisesnew improvements. The rights set forth above shall include rights to use portions of the Premises Property (other than the Premises) for the purpose of temporary construction staging and related activities and to implement valet parking (with no material interruption to the operation of Tenant’s parking rights under this Lease) for reserved and unreserved parking spaces for the purpose of facilitating construction during such activities. Landlord agrees that, so long as no Event of Default is continuing under this Lease, it shall not construct any additional improvements pursuant to this Section 20.11 in the locations shown on Exhibit 20.11 as “No Build Area”. 10.5.1 (b) Landlord and its representatives, contractors, agents, employees and licensees shall have the right during any construction period to enter the Property (other than the Premises except to the extent reasonably required for the development of a pedestrian bridge from the Premises to the parking garage under the Special Permit (the “Pedestrian Bridge”), and then in a manner consistent with construction in an occupied first class office and laboratory building (taking all reasonable efforts to avoid interfering with Tenant’s use and occupancy of the Premises)) to undertake such work, including for the purposes to construct a pedestrian bridge to the parking structure; to shore up the foundations, walls, foundations and/or walls of the Premises and other improvements at the PremisesProperty; to erect scaffolding and protective barricades around the PremisesPremises or in other locations within or adjacent to the other improvements at the Property; and to do any other act necessary for the safety of the Premises or other improvements at the Premises Property or the expeditious completion of such construction. Landlord shall use reasonable efforts not to interfere with the conduct of TxxxxxTenant’s business and to minimize the extent and duration of any inconvenience, annoyance or disturbance to Tenant resulting from any work pursuant to this Section in or about the PremisesPremises or Property, consistent with accepted construction practice, and so long as Landlord uses such reasonable efforts Landlord shall not be liable to Tenant for any compensation or reduction of Rent by reason of inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to this Section. The Pedestrian Bridge shall not be included in the Premises or the Building for purposes of determining rentable square footage and Tenant’s Share, and, at Tenant’s election, will be closed off from direct access to the Premises by Landlord so long as it is permitted pursuant to applicable laws, codes, and ordinances. 10.5.2 (c) In connection with the foregoing or as Landlord may otherwise reasonably determine is necessary to accommodate the financing or operation of the Building or any future development pursuant to this Section 20.11, Landlord may create a subsidiary condominium or subject the Property to a ground lease. In the event the Building is submitted to a subsidiary condominium regime, the Property shall be deemed to be the condominium unit in which the Premises is located and all common areas and facilities serving solely such unit of the condominium, and, at the request of either Landlord or Tenant, Exhibit 1.01-2 shall be amended accordingly. This Lease shall be subject and subordinate to any such ground lease or condominium (and covenants and easements granted in connection therewith) so long as the same are not inconsistent in any material respect with Tenant’s rights under this Lease. Tenant agrees to enter into any instruments reasonably requested by Landlord in connection with the Future Improvements, and for the continued maintenance of such Future Improvements, foregoing so long as the same do not materially decrease the rights or materially and adversely increase the obligations of Tenant under this Lease, including reciprocal easement agreements, declarations a subordination of covenants, and other agreements this Lease to facilitate use of a ground lease or documents creating a subsidiary condominium at the improvements between the Premises and Companion PremisesProperty. Tenant agrees not to take any action to oppose any application by Landlord for any permits, consents or approvals from any governmental authorities for any redevelopment or additional development of all or any part of the Companion PremisesProperty, and will use all commercially reasonable efforts to prevent any of Tenant’s subtenants or assignsassigns (collectively, and Txxxxx’s and their respective officers, directors, employees, agents, contractors and consultants “Tenant Responsible Parties”) from doing so. For purposes hereof, action to oppose any such application shall include, without limitation, communications with any governmental authorities requesting that any such application be limited or altered. Also for purposes hereof, commercially reasonable efforts shall include, without limitation, commercially reasonable efforts, upon receiving notice of any such action to oppose any application on the part of any Tenant Responsible Parties, to obtain injunctive relief, and, in the case of a subtenant, exercising remedies against the subtenant under its sublease. Landlord will reimburse Tenant for all reasonable third party attorneys’ fees that Tenant incurs to review any such documents and agreements.

Future Development. Provided the Tenant is Ionis Pharmaceuticals, Inc., or an affiliate, and Tenant is operating for the Permitted Use, in no event shall Landlord take any action or permit any actions to be taken that may or will increase or decrease, modify, change or alter the zoning or entitlements of the Premises, alter the Buildings, change the site amenities, or add additional improvements without the express written consent of Tenant. Notwithstanding the foregoing, subject to the terms of this Section 10.5, (a) Landlord reserves all rights as may be necessary or desirable to construct additional improvements serving the Premises, the Companion Premises, or both, in connection with the construction of the improvements under the Companion Lease, including, without limitation, pedestrian walkways, installation of utilities and utility connections, structured parking, a pedestrian bridge, and site improvements parking at the PremisesProperty in the location shown on Exhibit 20.11 or, and if otherwise permitted under this Section 20.11(a), one or more additions to modify the Buildings in Building. In connection with any such additional development, all as required by the Companion Lease exterior common areas and consistent with the plans and specifications for the construction of the Companion Premises (“Future Development”). In connection with any such Future Development, facilities at the Premises Property may be eliminated, altered, or relocated and may also be utilized to serve the Companion PremisesBuilding addition(s) and other new improvements. The rights set forth above shall include rights to use portions of the Premises Property (other than the Premises) for the purpose of temporary construction staging and related activities and to implement valet parking for reserved and unreserved parking spaces for the purpose of facilitating construction during such activities. Xxxxxxxx agrees that, so long as no Event of Default is continuing under this Lease, it shall not construct any material additions to the Building unless such construction is in accordance with the exercise of Tenant’s rights pursuant to Article 25 and it shall not construct any additional structured parking that would inhibit Tenant’s rights pursuant to Article 25 in any material manner. 10.5.1 (b) Landlord and its representatives, contractors, agents, employees and licensees shall have the right during any construction period to enter the Premises to undertake such work; to shore up the foundations, walls, foundations and/or walls of the Premises and other improvements at the PremisesProperty; to erect scaffolding and protective barricades around the PremisesPremises or in other locations within or adjacent to the other improvements at the Property; and to do any other act necessary for the safety of the Premises or other improvements at the Premises Property or the expeditious completion of such construction. Landlord shall use reasonable efforts not to interfere with the conduct of TxxxxxTenant’s business and to minimize the extent and duration of any inconvenience, annoyance or disturbance to Tenant resulting from any work pursuant to this Section in or about the PremisesPremises or Property, consistent with accepted construction practice, and so long as Landlord uses such reasonable efforts Landlord shall not be liable to Tenant for any compensation or reduction of Rent by reason of inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to this Section. 10.5.2 Tenant (c) In connection with the foregoing or as Landlord may otherwise reasonably determine is necessary to accommodate the financing or operation of the Building, Landlord may create a subsidiary condominium or subject the Property to a ground lease. In the event the Building is submitted to a subsidiary condominium regime, the Property shall be deemed to be the condominium unit in which the Premises is located and all common areas and facilities serving such unit of the condominium, and, at the request of either Landlord or Tenant, Exhibit 1.01-2 shall be amended accordingly. This Lease shall be subject and subordinate to any such ground lease or condominium (and covenants and easements granted in connection therewith) so long as the same are not inconsistent in any material respect with Tenant’s rights under this Lease. Xxxxxx agrees to enter into any instruments reasonably requested by Landlord in connection with the Future Improvements, and for the continued maintenance of such Future Improvements, foregoing so long as the same do not materially decrease the rights or materially and adversely increase the obligations of Tenant under this Lease, including reciprocal easement agreements, declarations a subordination of covenants, and other agreements this Lease to facilitate use of a ground lease or documents creating a subsidiary condominium at the improvements between the Premises and Companion PremisesProperty. Tenant Xxxxxx agrees not to take any action to oppose any application by Landlord for any permits, consents or approvals from any governmental authorities for any redevelopment or additional development of all or any part of the Companion PremisesProperty, and will use all commercially reasonable efforts to prevent any of Tenant’s subtenants or assignsassigns (collectively, and Txxxxx’s and their respective officers, directors, employees, agents, contractors and consultants “Tenant Responsible Parties”) from doing so. For purposes hereof, action to oppose any such application shall include, without limitation, communications with any governmental authorities requesting that any such application be limited or altered. Also for purposes hereof, commercially reasonable efforts shall include, without limitation, commercially reasonable efforts, upon receiving notice of any such action to oppose any application on the part of any Tenant Responsible Parties, to obtain injunctive relief, and, in the case of a subtenant, exercising remedies against the subtenant under its sublease. Xxxxxxxx will reimburse Tenant for all reasonable third party attorneys’ fees that Tenant incurs to review any such documents and agreements.

Future Development. Provided Landlord may, in its sole discretion, at any time during the Tenant is Ionis PharmaceuticalsLease Term, Inc.construct additional buildings, structures, or an affiliate, and Tenant is operating for the Permitted Use, in no event shall Landlord take any action or permit any actions to be taken that may or will increase or decrease, modify, change or alter the zoning or entitlements of the Premises, alter the Buildings, change the site amenities, or add additional improvements without the express written consent of Tenant. Notwithstanding the foregoing, subject to the terms of this Section 10.5, Landlord reserves all rights as may be necessary or desirable to construct additional improvements serving the Premises, the Companion Premises, or both, in connection with the construction of the improvements under the Companion Lease, including, without limitation, pedestrian walkways, installation of utilities and utility connections, structured parking, a pedestrian bridge, and site improvements at the Premises, and to modify the Buildings in connection with any such additional development, all as required by the Companion Lease and consistent with the plans and specifications for the construction of the Companion Premises (“Future Development”). In connection with any such Future Development, facilities at the Premises may be eliminated, altered, or relocated and may also be utilized to serve the Companion Premises. The rights set forth above shall include rights to use portions of the Premises for the purpose of temporary construction staging and related activities and to implement valet parking for reserved and unreserved parking spaces for the purpose of facilitating construction during such activities. 10.5.1 Landlord and its representatives, contractors, agents, employees and licensees shall have the right during any construction period to enter the Premises to undertake such work; to shore up the foundations, walls, and other improvements at on the PremisesReal Property (each a "New Structure"); to erect scaffolding and protective barricades around the Premises; and to do any other act necessary for the safety of the improvements at the Premises or the expeditious completion of such construction. Landlord shall use reasonable efforts not to interfere with the conduct of Txxxxx’s business and to minimize the extent and duration of any inconvenienceprovided, annoyance or disturbance to Tenant resulting from any work pursuant to this Section in or about the Premises, consistent with accepted construction practice, and so long as Landlord uses such reasonable efforts Landlord shall not be liable to Tenant for any compensation or reduction of Rent by reason of inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to this Section. 10.5.2 Tenant agrees to enter into any instruments reasonably requested by Landlord in connection with the Future Improvements, and for the continued maintenance of such Future Improvementshowever, so long as Original Tenant and/or a Qualified Transferee meets the same do Minimum Occupancy Threshold, Landlord shall obtain Tenant's prior written consent (which consent shall not materially decrease be unreasonably withheld, conditioned or delayed) to the rights construction of any New Structure if such proposed New Structure would block more than fifty percent (50%) of the view from the northern corridor above the ninth (9th) floor of the Building (the "Northern View"), as such Northern View shall be measured on a one-hundred eighty degree (180°) radius from the center-point of the northern face of the Building. A visual example of the Northern View is attached to this Lease as Exhibit L. Notwithstanding anything to the contrary contained hereinabove or materially and adversely increase the obligations of Tenant under elsewhere in this Lease, including reciprocal easement agreementsin the event Landlord actually constructs any New Structure on the Real Property, declarations of covenants(i) Tenant shall not be responsible to pay as Additional Rent, and other agreements Landlord shall not charge Tenant for, any increases in Direct Expenses attributable to facilitate use the development or operation of the improvements between New Structure, (ii) any signage affixed to the Premises New Structure shall comply with the provisions and Companion Premisesbe subject to the restrictions contained in Section 23.6 above, and (iii) Landlord shall continue to provide Tenant with the number of parking passes to which Tenant would otherwise be entitled pursuant to Article 28 above. 804296.08/LAH4321-047/10-7-08/nng/law -114- UNION BANK PLAZA[Union Bank Lease] IN WITNESS WHEREOF, Landlord and Tenant agrees not have caused this Lease to take any action be exeucted the day and date first above written. "Landlord": XXXXX VAF UB PLAZA, L.P., a Delaware limited partnership By: Xxxxx VAF UB Plaza GP LLC, its general partner By: Xxxxx VAF UB Plaza Mezz, L.P., its sole member By: Xxxxx VAF UB Plaza GP2 LLC, its general partner By: Xxxxx U.S. Office Value Added Fund, L.P., its sole member By: Xxxxx U.S. Office Value Added Fund, LLC, its general partner By: Xxxxx Interests Limited Partnership, its managing member By: Xxxxx Holdings, Inc. its general partner By: /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Senior Vice President 804296.08/LAH4321-047/10-7-08/nng/law -115- UNION BANK PLAZA[Union Bank Lease] "Tenant": UNION BANK OF CALIFORNIA, N.A., a national association By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Vice President By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Senior Vice President By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Vice Chairman 804296.08/LAH4321-047/10-7-08/nng/law -116- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-1- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-2- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-3- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-4- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-5- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-6- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-7- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-8- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT A-9- UNION BANK PLAZA[Union Bank Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] 80429.08/LAH4321-047/10-7-08/nng/law EXHIBIT X-00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] This Tenant Work Letter shall set forth the terms and conditions relating to oppose any application by Landlord for any permits, consents or approvals from any governmental authorities for any redevelopment or additional development of all or any part the renovation of the Companion leasehold improvements in the Initial Premises, the 20th Floor Space and will use all commercially reasonable efforts the 28th Floor Expansion Space (if Tenant exercises its Expansion Option for the 28th Floor Expansion Space pursuant to prevent any Section 1.6 of Tenant’s subtenants this Lease). All references in this Tenant Work Letter to Articles or assignsSections of "this Lease" shall mean the relevant portions of Articles I through 29 of the Lease to which this Tenant Work Letter is attached as Exhibit B, and Txxxxx’s and their respective officers, directors, employees, agents, contractors and consultants from doing soall references in this Tenant Work Letter to Sections of "this Tenant Work Letter" shall mean the relevant portions of Sections I through 5 of this Tenant Work Letter. For purposes hereof, action to oppose any such application All terms not defined in this Tenant Work Letter shall include, without limitation, communications with any governmental authorities requesting that any such application be limited or altered. Also for purposes hereof, commercially reasonable efforts shall include, without limitation, commercially reasonable efforts, upon receiving notice of any such action to oppose any application on have the part of any Tenant Parties, to obtain injunctive relief, and, same meaning as set forth in the case of a subtenant, exercising remedies against the subtenant under its subleasethis Lease.

Future Development. Provided the Tenant is Ionis Pharmaceuticals, Inc., or an affiliate, and Tenant is operating for the Permitted Use, in no event shall Landlord take any action or permit any actions to be taken that may or will increase or decrease, modify, change or alter the zoning or entitlements of the Premises, alter the Buildings, change the site amenities, or add additional improvements without the express written consent of Tenant. Notwithstanding the foregoing, subject to the terms of this Section 10.5, (a) Landlord reserves all rights as may be necessary or desirable to construct additional improvements serving one or more additions to the PremisesBuilding. Furthermore, the Companion Premises, Tenant acknowledges that Landlord may develop or both, in connection with the construction of the improvements under the Companion Lease, including, without limitation, pedestrian walkways, installation of utilities and utility connections, structured parking, a pedestrian bridge, and site improvements redevelop other buildings or facilities at the Premises, and to modify the Buildings in Property. In connection with any such additional development, all as required by the Companion Lease exterior common areas and consistent with the plans and specifications for the construction of the Companion Premises (“Future Development”). In connection with any such Future Development, facilities at the Premises Property may be eliminated, altered, or relocated and may also be utilized to serve the Companion PremisesBuilding addition(s) and other new improvements. The rights set forth above shall include rights to use portions of the Premises Property (other than the Demised Premises) for the purpose of temporary construction staging and related activities and to implement valet parking for reserved and unreserved parking spaces for the purpose of facilitating construction during such activities. Landlord agrees that it shall not construct any additions to the Building that will materially and adversely impact the use of, or access to, the Demised Premises for the Permitted Use (other than on a temporary basis consistent with the operation of a first-class office building in the suburban Boston area) or which are inconsistent in any material respect with Tenant’s rights under this Lease. 10.5.1 (b) Landlord and its representatives, contractors, agents, employees and licensees shall have reserves the right during any construction period to enter the Premises to undertake such work; to shore up the foundations, walls, develop additions and other improvements at the Premises; Property as it may determine in its discretion (provided that nothing in this Section 20.11(b) shall diminish Landlord’s obligations with respect to erect scaffolding and protective barricades around the Premises; and to do any other act necessary for the safety third paragraph of Section 1.01 of this Lease). This may entail subdivision of the improvements land at the Premises Property, a separate ground lease of a portion of the land at the Property, creation of a subsidiary condominium or common interest community in a manner that allows development of any addition or other improvements as an independent project, or the expeditious completion exercise of such constructiondevelopment rights under a condominium regime. Landlord shall use reasonable efforts not to interfere with In the conduct case of Txxxxx’s business and to minimize the extent and duration development of any inconvenienceaddition or other improvements as an independent project, annoyance the same shall be excluded from the term “Property” as used in this Lease. In the event the Property, as originally defined herein, is subdivided, then the term “Property” shall be deemed to refer only to the parcel or disturbance parcels of land on which the Demised Premises are located and at the request of either Landlord or Tenant Exhibit 1.01-2 shall be amended accordingly. In the event the Building is submitted to Tenant resulting from a subsidiary condominium regime or development rights in the condominium regime are exercised, the Property shall be deemed to be the condominium unit in which the Demised Premises is located and all common areas and facilities serving such unit of the condominium, and, at the request of either Landlord or Tenant, Exhibit 1.01-2 shall be amended accordingly. This Lease shall be subject and subordinate to any work pursuant to this Section such subdivision, ground lease, or condominium (and covenants and easements granted in or about the Premises, consistent with accepted construction practice, and connection therewith) so long as Landlord uses such reasonable efforts Landlord shall the same are not be liable to Tenant for inconsistent in any compensation or reduction of Rent by reason of inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to material respect with Tenant’s rights under this Section. 10.5.2 Lease. Tenant agrees to enter into any instruments reasonably requested by Landlord in connection with the Future Improvements, and for the continued maintenance of such Future Improvements, foregoing so long as the same do are not materially decrease inconsistent with the rights or materially and adversely increase the obligations of Tenant under this Lease, including reciprocal easement agreements, declarations a subordination of covenants, and other agreements this Lease to facilitate use of a ground lease or documents creating a subsidiary condominium or common interest community at the improvements between the Premises and Companion PremisesProperty. Tenant agrees not to take any action to oppose any application by Landlord for any permits, consents or approvals from any governmental authorities for any redevelopment or additional development of all or any part of the Companion PremisesProperty, and will use all commercially reasonable efforts to prevent any of Tenant’s subtenants or assigns, and TxxxxxTenant’s and their respective officers, directors, employees, agents, contractors and consultants (collectively, “Tenant Responsible Parties”) from doing so. For purposes hereof, action to oppose any such application shall include, without limitation, communications with any governmental authorities requesting that any such application be limited or altered. Also for purposes hereof, commercially reasonable efforts shall include, without limitation, commercially reasonable efforts, upon receiving notice of any such action to oppose any application on the part of any Tenant Responsible Parties, to obtain injunctive relief, and, in the case of a subtenant, exercising remedies against the subtenant under its sublease.